Shareholders & Activism

Companies have potential to set pace for 2024 proxy season Advanced Micro Devices (AMD) has hired Ava Hahn as senior vice president, general counsel and corporate secretary. Hahn previously worked at Lam Research, where she was chief legal officer with responsibility for global legal and governmental affairs. Before joining Lam, she was executive vice president, general counsel and corporate secretary at CA Technologies, now part of Broadcom, having earlier in her career been general counsel and corporate secretary at Aruba Networks, which is now part of Hewlett Packard Enterprise. During her career, Hahn has also been general counsel with venture…

Concerns over sourcing of materials for electric vehicles Shareholder advocacy group As You Sow has filed proposals at Tesla and General Motors (GM) asking them to address concerns about the impact of deep-sea mining as used to extract materials for vehicle batteries. According to the group, Tesla and GM are yet to state their positions on the issue. ‘Mining the deep sea for battery-related minerals will create irreversible habitat and ecosystem loss, with the risk of permanently destroying invaluable carbon storage,’ As You Sow states. ‘A commitment or clarification on deep-sea mining from Tesla and [GM] would signal to shareholders…

This week’s governance, compliance and risk-management stories from around the web – The Financial Times (paywall) reported that according to a report by Lazard, companies faced a record number of attacks from activist investors in 2023. There were 252 new campaigns globally, the report found, a 7 percent increase on the previous year. Europe and Asia-Pacific saw record levels of activity, with the UK and Japan leading the charge. There were 69 campaigns launched in Europe, most of which had demands related to M&A, and 44 new campaigns in Asia-Pacific where local hedge fund firms were the most active participants.…

Door open for similar filings at other companies Apple and The Walt Disney Company are set to face votes at their 2024 AGMs on their use of AI after the SEC denied their requests for permission to keep the shareholder proposals off their proxy materials. The SEC decisions under Rule 14a-8 are among the agency’s first of this year’s proxy season, setting the tone for other tech companies that may face similar resolutions. The rapid rise to prominence of ChatGPT in late 2022 meant there was not sufficient time for shareholder advocates to file proposals ahead of last year’s proxy…

This week’s governance, compliance and risk-management stories from around the web – The Wall Street Journal (paywall) reported that The Walt Disney Company won the support of a key shareholder in its fight with activist investor Nelson Peltz over the direction of the company. Disney said it reached a deal with ValueAct under which the activist would back the company’s board nominees at the 2024 AGM and Disney would share information and meet with the investor. Disney’s deal with ValueAct could help protect it from the pressure of Peltz’s demands for board seats. Another shareholder, Blackwells Capital, said it plans…

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…