Ben Maiden and Ben Ashwell
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Proposal on Nike’s sustainability targets garners support
‘We are disappointed by the firm’s track record and lack of perseverance in reaching its self-imposed sustainability objectives,’ proponent argues Around a quarter of votes cast at Nike’s recent AGM backed a shareholder proposal seeking a look into the company’s ability – or inability – to meet its sustainability goals. The proposal was filed by the Trium Sustainable Innovators fund of UK-based ESG fund firm Trium Capital. Specifically, it asks Nike’s board to prepare a public report including: ‘An analysis of [the company’s] failure to meet its self-imposed quantitative sustainability targets for [fiscal years 2015-2020], now discontinued, and whether reinstating…
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Wendy’s hires former Kellogg attorney as CLO
John Min was legal chief at Kellanova after its spin-off The Wendy’s Company has appointed John Min as its new chief legal officer (CLO) and corporate secretary, reporting to president and CEO Kirk Tanner. Min succeeds EJ Wunsch, who was appointed as president of the company’s international business in June. Min was most recently senior vice president, CLO and corporate secretary of Kellanova following the separation of Kellogg Company into two firms, the other being WK Kellogg Co. According to his LinkedIn profile, he spent more than 13 years at Kellogg Company before the split in roles such as CLO-designate…
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The week in GRC: Southwest Airlines announces board changes and Starboard Value presses News Corp on dual-class share structure
This week’s governance, compliance and risk-management stories from around the web – The Wall Street Journal (paywall) reported that activist investor Starboard Value said News Corp should eliminate its dual-class share structure, saying it gives too much influence to Rupert Murdoch’s family. The dual-class structure isn’t in the best interest of shareholders and doesn’t reflect best-in-class corporate governance practices, Starboard said in a letter to shareholders. It cited dynamics between chair emeritus Murdoch and his children, who are in a legal fight over control of the media company, as an example of problems related to the structure. ‘This uncertainty represents…
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Ally Financial hires Discover’s Hope Mehlman as legal chief
Mehlman is a member of Governance Intelligence’s Corporate Governance Hall of Fame Ally Financial has recruited Hope Mehlman as chief legal and corporate affairs officer, effective December 2. Mehlman, who won Governance Intelligence’s (then Corporate Secretary’s) 2019 Corporate Governance Award for governance professional of the year (large cap), will join Ally from Discover Financial Services where she is chief legal officer, general counsel and corporate secretary. Discover says in an SEC filing that Mehlman will continue with the company until the earlier of it closing its merger with Capital One Financial Corporation or November 29. In her new role, Mehlman…
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The week in GRC: California lawmakers reject GHG reporting delay and SEC drops misconduct proceedings
This week’s governance, compliance and risk-management stories from around the web – Reuters (paywall) reported that according to a person familiar with the matter, Elliott Investment Management now holds 10 percent of Southwest Airlines common stock, crossing the threshold that allows the hedge fund firm to call a special meeting at the company. The two sides are scheduled to meet on September 9 to discuss ways to solve problems that have contributed to Southwest’s stock declining over the last three years. Elliott has demanded that Southwest CEO Robert Jordan and executive chair Gary Kelly be removed. It has also laid…
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FedEx names company veteran as next general counsel
Gina Adams has been with the delivery company for 32 years FedEx Corp has named Gina Adams as executive vice president, general counsel and corporate secretary, effective September 24. She became general counsel-elect on September 1 and will take on her new role to succeed Mark Allen, who will move into a senior adviser role for the company until his retirement on December 31. Adams joined FedEx in 1992 as a managing attorney for international regulatory affairs and has since been promoted through multiple international government and regulatory affairs leadership positions until her most recent role as corporate vice president…
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Cigna appoints legal chief from in-house
Andrea Nelson gets promoted from chief counsel and deputy general counsel Almost a quarter of shareholder votes have backed a proposal seeking a separate CEO and board chair at McKesson Corporation’s AGM, amid a flurry of similar proposals this year. The resolution, filed by activist shareholder John Chevedden, asked that McKesson’s board ‘adopt an enduring policy and amend the governing documents as necessary in order that two separate people hold the office of the [chair] and the office of the CEO. Whenever possible, the [chair] of the board shall be an independent director. This includes that a former CEO is…
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Proposal seeking separate CEO and chair garners support at McKesson
‘The ascending complexities of a company with $60 bn in market capitalization… increasingly demands that two [people] fill the two most important jobs’ Healthcare company The Cigna Group has promoted Andrea Nelson to become chief legal officer, giving her leadership of all legal functions. Nelson was previously senior vice president, chief counsel and deputy general counsel for the group, and before that senior vice president and chief counsel of Cigna Healthcare, having joined the company in 2021, according to her LinkedIn profile. Before that, she spent more than five years at Express Scripts, most recently as vice president and chief…
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The week in GRC: California AI safety bill advances and Ford latest company to pull back on DE&I
This week’s governance, compliance and risk-management stories from around the web – The Wall Street Journal (paywall) reported that Elliott Investment Management spelled out its plan for Southwest Airlines in an open letter to shareholders, saying it intends to meet with the airline’s representatives on September 9. The activist investor said it has been engaged with Southwest and criticized its two top executives, CEO Bob Jordan and executive chair Gary Kelly, Jordan’s predecessor. Elliott has been calling for Jordan to be replaced and the Kelly to be removed. It said in its letter that it hopes the board is willing…
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Eastman’s new legal chief to join from Clorox
Iké Adeyemi to join chemicals firm next month Eastman Chemical Company has recruited Iké Adeyemi as senior vice president, chief legal officer and corporate secretary, effective September 9. Adeyemi will join Eastman having most recently been vice president, corporate secretary and associate general counsel at The Clorox Company. In that role, she has overseen legal support for corporate governance, corporate, finance, tax and treasury matters, SEC reporting, ethics and compliance, global trade compliance and enterprise risk management, among other responsibilities. According to her LinkedIn profile, she has held that position since December 2020, having joined Clorox in December 2018. Before…