Archive

  • Shareholders & Activism

    The threat of employee shareholder activism

    Several recent high-profile examples have shone a light on employee-shareholder activism in the US Boardrooms across the country are increasingly discussing human capital management issues, as investors bring subjects like diversity and inclusion, employee safety, retention and engagement into focus. With so many CEOs of US companies signing the Business Roundtable statement on stakeholder value, and Covid-19 raising legitimate concerns about employee safety, companies can expect greater scrutiny of how they treat their employees in the future. The majority of shareholder proposals on human capital management have asked for more detailed disclosures from companies. At Alphabet, Amazon and Walmart, meanwhile,…

  • Regulatory & Compliance

    The week in GRC: Kodak under investigation, and Trump admin proposed changes for Chinese companies listed in US

    This week’s governance, compliance and risk-management stories from around the web – The SEC started investigating trading activity at Kodak last week, following a temporary 2,190 percent increase in the company’s share price, the Wall Street Journal reported. Trading volume increased to eight times the average level the day before the company announced it had received a $765 million government loan to make drugs at its US factories. The investigation was announced after Democratic Senator Elizabeth Warren wrote to Jay Clayton at the SEC, expressing concern about insider trading tied to the Trump administration. ‘This is just the latest example…

  • Shareholders & Activism

    How SSGA integrates ESG into its decision-making

    Ben Colton and Rob Walker are co-heads of asset stewardship at State Street Global Advisors. In this interview, they discuss their ESG policies Investors are increasingly creating their own proprietary ESG research and scoring methodologies, although they continue to use ratings firms as a key source of information, according to speakers atIR Magazine’s ESG Integration Forum – Summer 2020. The forum, which took place last week in a virtual format, tackled issues such as the impact of Covid-19 on ESG reporting, the outcome of this year’s AGM season and developing a sustainability program during a pandemic. In one session, panelists…

  • ESG & DE&I

    Investors relying less on top-line ESG scores, say panelists

    Speakers at the ESG Integration Forum – Summer 2020 discuss how to navigate the world of ESG ratings What roles do you play with regard to your company’s ESG function? Ben Colton –Our primary responsibility is voting and engagement. We developed a stewardship program focused on governance and sustainability issues. We work closely to integrate R-Factor [SSGA’s sustainability score] into our stewardship work and to integrate ESG across our company. Rob Walker –A lot of stuff we do has wide applications and often we’re at the forefront of things changing on a sector basis as well. Social issues around health…

  • Boardroom

    Working from home, but learning together online

    Corporate Secretary in May hosted its first ever virtual conference, bringing together governance professionals and directors who were working remotely to share their experiences of how the Covid-19 pandemic has impacted governance and their insight into what its legacy will be Changing the way the board works Health and safety issues raised by Covid-19 have led to boards taking up virtual meetings with fellow directors and executives to an unprecedented extent. Many are likely to switch to virtual meetings being the default option, at least until a vaccine is implemented, Dottie Schindlinger, executive director of Diligent Institute, told the audience.…

  • Shareholders & Activism

    Debate continues over 14a-8 reform plans

    Professionals discuss changes to shareholder proposal process at recent Corporate Secretary and IR Magazine event Chevron decided to hold a virtual shareholder meeting this year. Had you held one before? This was our first virtual shareholder meeting. We had discussed it in the past and had always decided against it. You filed your proxy statement in early April, and announced the potential for a virtual meeting, which you confirmed in mid-April. What preparation was required? As we approached the date of filing our proxy, it was looking more likely that the meeting would need to be virtual but we weren’t…

  • Boardroom

    First time’s a charm: Chevron’s first virtual annual meeting

    Chevron Corporation was among many companies holding their first ever virtual annual meeting this year. Here, Chevron’s corporate secretary and chief governance officer Mary Francis talks about how the company changed its plans – and saw a 200 percent increase in attendees The SEC’s plans to reform the process by which shareholder proposals reach a vote – or companies exclude them from the proxy statement – continue to divide the governance community. Although the official deadline for feedback on plans to reform Rule 14a-8 was in February, commenters have been filing letters with the agency as recently as July 21.…

  • ESG & DE&I

    Covid-19 puts spotlight on human capital

    Despite initial claims the pandemic and associated economic turmoil would cool interest in ESG issues, the reverse appears to have happened – with a particular focus on social issues such as human capital management as companies tackle employee safety and the future of work Corporate leaders have in recent years proclaimed their company’s employees as their greatest asset –statements that have sometimes been met with skepticism. So when Covid-19 emerged to threaten the lives of workers, it was time for employers to put not just their money but also their attention and efforts where their mouths were. Human capital management…

  • People

    Meritor recruits CLO

    Hannah Lim-Johnson most recently worked at Kelly Services NYSE-listed Meritor has hired Hannah Lim-Johnson as senior vice president, chief legal officer (CLO) and corporate secretary, effective August 3. Lim-Johnson will be responsible for the company’s legal affairs in areas such as corporate governance, acquisitions and divestitures, litigation, business standards compliance, regulatory compliance and intellectual property. She was previously a senior vice president and CLO at Kelly Services. In that role she has been responsible for leading the strategic direction of the company’s law department and global security functions. She has also held senior-level positions at PSEG, the ADT Corporation and…

  • Shareholders & Activism

    The week in GRC: McConnell demands Covid-19-linked liability shields, and Tyson Foods creates chief medical officer role

    This week’s governance, compliance and risk-management stories from around the web – CNBC reported that Under Armour disclosed it had received notice of a possible enforcement action from the SEC related to the accounting treatment of sales it booked between the third quarter of 2015 and the fourth quarter of 2016. Under Armour and two executives – Kevin Plank, its former CEO and current executive chair, and David Bergman, its CFO – on July 22 received Wells notices related to a previously disclosed probe by the agency, the company said. The SEC is looking at the timing of Under Armour’s…

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