• People

    Stripe legal chief to be next AIG general counsel

    Patricia Walsh to start at the insurance company on December 1 Institutional investors have launched an engagement campaign with 100 companies over nature loss. The investors, part of campaign group Nature Action 100, have called on the issuers to meet a list of expectations around nature-related risks. The companies are selected from a list of eight sectors, including metals and mining, food and chemicals. They have also been identified as having a high impact on nature, according to analysis by the Finance for Biodiversity Foundation. The investor group says it will publish an annual benchmark from 2024 stating the progress…

  • People

    AIG promotes general counsel Lucy Fato

    Fato to take up newly created position of vice chair with the company American International Group (AIG) is promoting Lucy Fato, executive vice president, general counsel and global head of communications and government affairs, to the newly created position of vice chair, effective October 1. In her new role, Fato will report to AIG chair and CEO Peter Zaffino. Rose Marie Glazer, executive vice president and chief human resources and diversity officer, will serve as interim general counsel and head of government affairs and Jennifer Silane, chief of staff to Zaffino, will serve as interim head of global communications in…

  • Regulatory & Compliance

    Why newly proposed PCAOB standards could impact ESG

    Sarah Fortt and Malorie Medellin explain how proposals may pull sustainability matters into audit processes, procedures and expenses The Public Company Accounting Oversight Board (PCAOB) on June 6 proposed new auditing standards designed to further its ‘investor-protection mandate’. These standards, if adopted, would heighten requirements for auditors to identify, evaluate and communicate regarding a company’s possible or actual non-compliance with laws and regulations. In proposing the standards, PCAOB chair Erica Williams cited a recent $1 bn class-action settlement regarding alleged misleading corporate compliance statements. She noted the ‘devastating consequences’ of corporate non-compliance, specifically the ‘sanctions, fines and civil settlements [that]…

  • Boardroom

    The Governance Papers: The cost of sexual harassment, the Gen X board effect – and more

    In the first instalment of a new series for Corporate Secretary, Jeff Cossette reports on academic research providing insights for governance professionals 1) The price of sexual harassment How much does workplace sexual harassment damage company value? Evidence from a new study suggests it’s more than you might think – a lot more. Until now, researchers have approached the question by measuring the short-term stock market reactions around public revelations of sexual harassment scandals. This line of research documents an immediate shareholder value loss of 0.6 percent to 1.5 percent of market cap. But the short-run market reaction may vastly…

  • ESG & DE&I

    Pursuing a higher standard of proxy statement

    Coeur Mining won Best proxy statement (mid cap) at the Corporate Governance Awards The legal team at Coeur Mining is proud of the evolution its proxy statement has gone through since 2015. Last year the company won the best proxy statement award in the small-cap category, and this year it takes home the same award in the mid-cap category. In recent years, Coeur’s proxy statement has been emblazoned with the firm’s mission statement on the cover: ‘We pursue a higher standard’. For the team responsible for creating the proxy statement, this means it is viewed as more than just an…

  • ESG & DE&I

    Federated Hermes’ pioneering approach to active engagement

    Martin Jarzebowski is director of ESG and responsible investing at Federated Hermes. He talks about the importance of proprietary ESG research and why engagement is the future of responsible investing Numbers say a lot about why Marsh & McLennan Companies is the winner of the inaugural award for best global entity management. In April 2019 Marsh & McLennan acquired Jardine Lloyd Thompson (JLT) – the biggest acquisition in its history – and in doing so increased its legal entities from around 600 to almost 900. Over the past year or so a small team has integrated more than 100 legal…

  • Shareholders & Activism

    PepsiCo finds governance success through evolution

    Why PepsiCo was named governance team of the year (large cap) at the Corporate Governance Awards What have been some of the key questions and challenges you have discussed with boards and governance professionals in light of the pandemic? My view and the view of colleagues, not only internally at Nasdaq but also [externally], is that Covid-19 has rewritten the rules of corporate governance in many ways. I categorize it in four areas. First, there is much more focus on the intersection of business and society, which of course is a very broad area. The second is stakeholder issues. You…

  • ESG & DE&I

    MOL: Reinventing the ESG reporting wheel

    Hungarian oil and gas firm MOL has bucked the trend for ever-longer sustainability reports with a slimline, 15-minute read MOL’s Mikkel Skougaard likes to joke that the only people who used to read the sustainability report from cover to cover were him and the auditor. Now, though, anyone who has 15 minutes to spare can find out everything they need to know about the Hungarian oil and gas firm’s sustainability credentials. Last year the Budapest headquartered company took a risk, bucking the trend for increasingly lengthy sustainability reports to produce a 10-page, 15-minute read for the investment community. ‘We know…

  • ESG & DE&I

    UK’s new Stewardship Code could place more demands on debt IR

    Updated code now covers all asset classes, including debt Board composition continues to be a primary area of focus, particularly as it relates to diversity and gender, in addition to tenure, overboarding and director skills. Canadian reporting issuers have now completed five years following changes adopted by the Canadian Securities Administrators (CSA) to National Instrument 58-101 Disclosure of Corporate Governance Practices (NI 58-101) and Form 58-101F1 Corporate Governance Disclosure that, among other things, require the disclosure of certain information relating to the representation of women on boards of directors and in executive officer positions. Diversity disclosure in respect of ‘designated…

  • Regulatory & Compliance

    Why board resolutions mustn’t be forgotten

    Failing to obtain – and document – board approval for certain actions can have important implications for a company Recordkeeping can be a hassle: it costs money and time to maintain records. But it is a necessary and crucial part of every company. The failure to maintain proper records can have detrimental consequences on the validity of a company’s actions, particularly when that failure is the failure to properly document board approval of key company decisions. Every company that has a board of directors or board of managers – regardless of the company’s size, maturity or industry – has a…

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