Archive
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Succession planning: Preparations for the inevitable
Johnson & Johnson shareholders have voted for the company to commission an independent assessment of its effects on racial matters – the latest company to feel investor pressure on that front. According to an SEC filing, almost 63 percent of votes cast at the company’s April 28 AGM backed a proposal urging Johnson & Johnson’s board to ‘oversee a third-party audit… which assesses and produces recommendations for improving the racial impacts of its policies, practices and products, above and beyond legal and regulatory matters.’ The proponent Mercy Investment Services asks that input from stakeholders, including civil rights organizations, employees and…
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Kontoor Brands picks next general counsel
Tom Doerr joins Kontoor from The Manitowoc Company next month NYSE-listed Kontoor Brands – a clothing company home to the Wrangler and Lee brands – has picked Tom Doerr as executive vice president, general counsel and corporate secretary, effective June 6. Doerr is joining Kontoor from The Manitowoc Company, where he has been executive vice president, general counsel and corporate secretary since November 2020 and senior vice president, general counsel and secretary since November 2017. Before that he was vice president, general counsel and secretary at Jason Industries. Previously, Doerr was associate general counsel at Manitowoc overseeing legal matters for…
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Publishing ‘investment-grade’ ESG data helps attract investment, survey finds
More than nine in 10 tell Benchmark ESG researchers that this data is most important when informing investment decisions Companies that gather, use and disclose ‘investment-grade’ ESG data ‘can expect to be rewarded’ across multiple fronts, according to a recent survey. Benchmark ESG gathered views from 770 investment decision-makers on the challenges and opportunities around ESG investing and find there is a significant upside for companies that gather and offer genuinely useful ESG data – or ‘investment-grade’ ESG data, as the firm calls it. The survey finds that around 85 percent of investors, including 91 percent of institutional investors, consider…
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The week in GRC: Cryptocurrency industry seeking in-house legal talent and Allianz to shift energy underwriting toward climate goals
This week’s governance, compliance and risk-management stories from around the web – According to The Wall Street Journal (paywall), the cryptocurrency industry is increasing efforts to recruit more legal talent as it faces increased regulatory pressure while looking to become part of mainstream finance. Crypto exchanges and companies are hiring many attorneys from both law firms and other crypto companies, bringing them in-house to help navigate an evolving regulatory regime and limit outside legal expenses, industry participants say. Law firms, which are sometimes losing their partners to in-house positions, are also building up their crypto practices to maintain that valuable…
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The Bancorp Bank hires new compliance chief
Randall Baugh was previously head of E*Trade bank compliance at Morgan Stanley The Bancorp Bank, the wholly owned banking subsidiary of Nasdaq-listed The Bancorp, has hired Randall Baugh as its new managing director and chief compliance officer. Baugh most recently was the head of E*Trade bank compliance at Morgan Stanley. In that role he was responsible for leading day-to-day compliance activities in addition to bank integration activities following Morgan Stanley’s acquisition of E*Trade in late 2020. At the same time, he was head of Morgan Stanley US bank deposits, marketing and advertising compliance. According to his LinkedIn profile, Baugh’s previous…
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SEC’s beneficial ownership proposal divides commenters
Feedback mixed largely along long-standing positions The SEC’s planned modernization of beneficial ownership reporting requirements has sparked a variety of feedback, based at least in part on commenters’ stance regarding the value of activism versus the need for companies to have information so they can engage with investors building major stock positions. The proposal is centered on Securities Exchange Act Sections 13(d) and 13(g). A key element involves proposed changes to Regulation 13D-G that would accelerate the filing deadlines for Schedule 13D beneficial ownership reports from 10 days to five days and require that amendments be filed within one business…
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Walmart and TJ Maxx parent face votes on abortion-related proposals
Measures filed amid growing legislative efforts in the US to limit reproductive rights Shareholders in Walmart and The TJX Companies are set to vote on proposals asking them to look at how they may be impacted by legislative efforts to curb access to abortion in the US. The SEC recently denied separate requests from Walmart and TJX – whose brands include TJ Maxx, Marshalls and HomeGoods – seeking no-action relief if they excluded the proposals from their 2022 proxy materials. Trillium Asset Management filed the TJX proposal and Clean Yield Asset Management filed the Walmart proposal. They each request that…
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HPE’s award-winning AGM: Looking to accessibility and strategy
As the peak of the proxy season approaches, we look back at why Hewlett Packard Enterprise won the award for best AGM at Corporate Secretary’s 2021 Corporate Governance Awards Hewlett Packard Enterprise (HPE) is no stranger to virtual shareholder AGMs and views them as an exercise that goes beyond merely fulfilling regulatory or governance obligations. As our judges noted, the company has proven to be adept at using technology to make its meeting very accessible. The company’s AGM is focused on shareholder engagement and allows for interaction with executives and the board. A key feature of this desire to maximize…
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Unisys recruits new general counsel
Claudius Sokenu to join tech company next month from Cognizant NYSE-listed Unisys Corporation has hired Claudius Sokenu as senior vice president, general counsel and corporate secretary, effective May 2. In his new role, Sokenu will head up Unisys’ global legal, corporate secretary and ethics & compliance functions and will report to chair and CEO Peter Altabef. Sokenu is joining Unisys from Cognizant where he has been senior vice president, global deputy general counsel and chief of staff to the general counsel. Before joining Cognizant, he was deputy general counsel, global head of ethics & compliance and global head of litigation…
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Boards’ ESG discussions increase amid investor interest in oversight, survey finds
Most respondents report investor queries about board governance structures and ESG processes A large majority of boards are discussing ESG topics more frequently than in the past amid investor scrutiny of how they are approaching their oversight responsibilities in the area, according to new research from Corporate Secretary into how ESG is being addressed in boardrooms. Risk oversight is a core duty for all boards, and ESG issues raise an array of potential risks ranging from physical damage due to an increasingly extreme climate to poor financial performance or reputational damage due to a lack of diversity among employees and…