Archive
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The week in GRC: Warren raises concerns with Tesla’s board and climate rulemaking expected to continue in 2023
This week’s governance, compliance and risk-management stories from around the web – Reuters (paywall) reported that Senator Elizabeth Warren, D-Massachusetts, raised concerns that Tesla’s board has failed to meet its legal responsibility to protect the company following CEO Elon Musk’s acquisition of Twitter, and questioned the reported use of Tesla employees at the social media company. ‘Despite widespread concerns about Mr Musk’s acquisition of Twitter while serving as CEO of Tesla, it remains unclear whether the Tesla board – which has key decision-making authority within the company – is adequately governing the company or if it has established clear rules…
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Bank of America receives proposal on financing activities and climate
Proponent wants to know about bank’s transition plan A shareholder group has filed a proposal with Bank of America seeking information about its efforts to tackle climate change alongside its investments as a bank – a resolution reflecting broader interest in financial institutions’ activities as they relate to greenhouse gas (GHG) emissions by outside companies and their projects. The proposal requests that Bank of America release a report ‘disclosing a transition plan that describes how it intends to align its financing activities with its 2030 sectoral [GHG] emissions reduction targets, including the specific measures and policies to be implemented, reductions…
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Groups press SEC to move forward with climate-risk rule
Suggestion made that companies be required to make disclosures around board oversight A collection of organizations has urged the SEC to press forward with its landmark rulemaking on climate change while suggesting ways to fine-tune the measure – including requiring that companies make disclosures around board oversight. The letter to SEC chair Gary Gensler comes at a time when uncertainty surrounds the fate of the rule. A final version had been expected to come to a commission vote in 2022 but it is widely expected that this will not now happen. Some observers have also questioned whether the agency will…
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SEC’s insider trading reform gets rare unanimous backing
Commission approves changes to Rule 10b5-1 ‘ESG is intersecting with activism,’ says Bill Zawada, vice president of business development at strategicshareholder communications firm Laurel Hill Advisory Group. ‘Traditional activists repurpose themselves as ESG activists… The E and the S are starting to creep into the narrative because they see more money to be made there.’ Zawada warns that it would be unwise for boards to ignore the looming challenge of ESG activists. A turning point, he notes, was the Engine No 1 campaign at ExxonMobil with more campaigns being launched in 2022, both in the US and Canada. Outside of…
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Governance Matters podcast: Emerging ESG activism in Canada
This episode of the Governance Matters podcast looks at trends in ESG-focused activism in Canada and some of the ways boards can respond Plans to beef up insider trading rules have been approved with rare unanimous support among members of the SEC, who in recent years have frequently disagreed along party lines. Hester Peirce, a Republican member of the commission and frequent critic of SEC rulemaking during the Biden administration, said in a statement: ‘While this rulemaking is more prescriptive and restrictive than I would have preferred, I support it for likely doing more good than bad. It should help…
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The week in GRC: SEC strengthens insider trading rules and EU moves toward data deal with US
This week’s governance, compliance and risk-management stories from around the web – Reuters (paywall) reported that, according to a letter to shareholders, Hestia Capital Partners intends to overhaul the board of shipping and mailing company Pitney Bowes and replace its CEO and board chair. Hestia plans to nominate more than five candidates for election to the nine-person board of Pitney Bowes early next year. Hestia proposed candidate replacements as CEO including former ShippingEasy.com chief executive Katie May and former Stamps.com CEO Ken McBride, according to people familiar with the matter. Pitney Bowes said it engages regularly and openly with shareholders.…
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Jones Lang Lasalle picks up prize at Corporate Governance Awards
Corporate Secretary speaks with Seth Gastwirth At the Corporate Governance Awards 2022, Corporate Secretary spoke to Ki Hoon Kim, associate general counsel at Hewlett Packard Enterprise. The multinational IT company headquartered in Spring, Texas was the frontrunner for the Corporate Governance Awards after picking up five nominations. It won best AGM, best ESG reporting (small to mid-cap), best shareholder engagement (small to mid-cap) and best use of technology. It was also nominated for governance team of the year (small to mid-cap). Commenting on the success of the company’s governance, Kim said for Hewlett Packard is all about good internal communication.…
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Hewlett Packard Enterprise wins most trophies at Corporate Governance Awards
Company gains five nominations and four prizes ‘We like to look for innovation within the proxy statement and we like to bring life to our proxy statement because we think that’s important for our shareholders and for other companies that are going to look for a model to emulate,’ said Caroline Boutwell, global head of legal entity management at Nasdaq in an interview with Corporate Secretary. ‘Each year and all year long, our team works very hard on maintaining a proxy statement that is current, that is innovative, that maintains our values and our structure and that is engaging –…
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Nasdaq double-victory at Corporate Governance Awards
Corporate Secretary speaks with Caroline Boutwell The Corporate Governance Awards 2022 gathered more than 400 industry professionals from the governance, risk and compliance world. At the ceremony, Corporate Secretary’s editor-at-large Ben Maiden spoke with Seth Gastwirth, deputy general counsel and assistant corporate secretary at Jones Lang LaSalle (JLL), which won the award for the best compliance and ethics program. ‘We are a leader in terms of our own footprint, but also in helping our clients in managing their emissions and thinking about sustainability services going forward,’ said Gastwirth. ‘It’s quite an honor for JLL to have been recognized in this…
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AbbVie receives shareholder proposal on political congruence
Filing comes as companies face scrutiny of their values The Society for Corporate Governance has picked Christina Maguire to become its new president and CEO, effective January 1. Maguire will succeed Darla Stuckey, who at the end of this month will become senior adviser to the CEO until her retirement on April 1, 2023. Maguire was managing director and global head of ESG, governance research and proxy voting with BNY Mellon in Boston from 2012 to November 2021, according to her LinkedIn profile. In that role, she oversaw policy, voting and operations functions for roughly $2 tn in assets at…
