Archive

  • People

    Moderna appoints next top attorney

    Shannon Thyme Klinger to join the company at the start of June Moderna, producer of one of the Covid-19 vaccines, has hired Shannon Thyme Klinger as chief legal officer (CLO) and corporate secretary, effective June 1. Klinger will sit on Moderna’s executive committee and report to CEO Stéphane Bancel. Lori Henderson, Moderna’s general counsel and corporate secretary, late last year announced her decision to retire later in 2021 while remaining with the company to ensure a smooth transition to her successor. Klinger is joining Moderna from Novartis, where she has been CLO and a member of the company’s executive committee…

  • ESG & DE&I

    The week in GRC: CEOs criticize voting curbs and ‘say on climate’ initiative faces pushback

    This week’s governance, compliance and risk-management stories from around the web – Reuters reported that Deutsche Bank said its CEO Christian Sewing will transfer oversight of the investment and corporate bank to board member Fabrizio Campelli as part of a revamp of the management board. Deutsche Bank was one of the few major banks in the world to assign day-to-day oversight of investment banking to its CEO. At most banks, other board members oversee the division. Sewing, whose contract was extended to 2026, will also take charge of human resources at management board level. – The SEC awarded more than…

  • Shareholders & Activism

    Chevron faces two climate change shareholder proposals

    Measures are filed as investor interest in climate crisis intensifies Senator Sherrod Brown, D-Ohio, has launched an effort to overturn SEC reforms that change the shareholder proposal process and have sparked widespread concern among investors. Brown last week introduced a joint resolution stating that ‘Congress disapproves the rule submitted by the [SEC] relating to ‘Procedural requirements and resubmission thresholds under Exchange Act Rule 14a–8’… and such rule shall have no force or effect.’ The measure was referred to the Senate Banking Committee, which Brown chairs. The commission last September voted 3-2 in favor of amendments to Rule 14a-8 that will…

  • People

    PPL hires next general counsel

    Wendy Stark joining utility company from Pepco Holdings Chevron Corporation shareholders are set to vote on two climate change-related proposals after the SEC rejected efforts to exclude them – although it gave no-action relief for excluding two similarly themed proposals. The proposals come as investor interest in climate change issues has ramped up over the past year and as the topic is gaining renewed attention from US regulators. The Biden administration has made the climate crisis a priority and there are already signs of potential changes in the making that would impact companies on a governance level. For example, acting…

  • Regulatory & Compliance

    Senate Banking Committee chair seeks to overturn 14a-8 reforms

    Amendments prompted thousands of comment letters and investor concerns Allentown, Pennsylvania-based PPL Corporation has hired Wendy Stark as senior vice president, general counsel and corporate secretary, effective April 12. Stark will succeed Joanne Raphael, who will become executive vice president and chief legal officer until she retires on June 1. Raphael, who has had a 35-year career with the utility company, announced her retirement last December. She has been PPL’s general counsel and corporate secretary since June 1, 2015. Before that she held various roles within the legal department, including deputy general counsel. Stark is joining PPL from Pepco Holdings,…

  • People

    McDonald’s names new general counsel

    Desiree Ralls-Morrison was most recently general counsel and corporate secretary at Boston Scientific Corporation In the latest episode of the Governance Matters podcast, we catch up with Jeffrey Siegel, managing director andhead of US public & regulatory policy at BNP Paribas, for hisviews onwhether the Biden administration will lead to a new paradigm for corporate governance and ESG – in terms of both regulation and enforcement. In part two, Paul Conn, president of global capital markets at Computershare Georgeson, provides advice for this year’s annual meeting season andtips on how to enable beneficial owner attendance, and discusses what we can…

  • ESG & DE&I

    Governance Matters: What the Biden administration means for governance professionals

    In the fourth episode of the Governance Matters podcast, Jeff Cossette looks at the ways in which the Biden administration could prioritize environmental and social issues McDonald’s Corporation has hired Desiree Ralls-Morrison as general counsel and corporate secretary, effective April 26. She will be based at the company’s Chicago headquarters. Ralls-Morrison was most recently general counsel and corporate secretary at Boston Scientific Corporation, a position she took up in 2017. Before that, she was general counsel and corporate secretary at Boehringer Ingelheim USA from 2013 to 2017, general counsel of the consumer group at Johnson & Johnson from 2005 to…

  • ESG & DE&I

    Trying to tie executive compensation to ESG

    Issuers increasingly being asked to incentivize ESG performance through executive compensation plans If certain ESG metrics have a material impact on a business’ performance – which is widely accepted – then it follows that investors, regulators and proxy advisers will likely seek assurances that executives are incentivized to meet expectations. In a feature for the Spring issue of Corporate Secretary sister publication IR Magazine, we look at the efforts being made around the world to tie ESG metrics to executive compensation. Due to the difference between pay packages in different parts of the world, we have focused our reporting on…

  • People

    FirstEnergy hires compliance and ethics chief

    Antonio Fernández joining company from PSEG NYSE-listed FirstEnergy Corp has hired Antonio Fernández as vice president and chief ethics and compliance officer, effective April 12. In his new role, Fernández will report to senior vice president and chief legal officer Hyun Park and the board’s audit committee. He will also work closely with the compliance oversight subcommittee of the audit committee. Fernández most recently spent almost five years as chief compliance and privacy officer of the Public Service Enterprise Group (PSEG), where he led PSEG’s ethics, compliance and privacy programs, counseled senior management and the board of directors on the…

  • ESG & DE&I

    Climate Action 100+ benchmarks companies on crisis response

    Evaluations intended to aid investor expectations of companies’ progress and engagement strategies Investor engagement initiative Climate Action 100+ (CA100) this week released its first benchmark assessing the ambitions and actions of the world’s largest greenhouse gas (GHG) emitters and other companies it says can help propel efforts to reach the net-zero emissions target. According to CA100, its net-zero company benchmark provides what it calls the first detailed, comparative evaluations of specific companies’ performance against the initiative’s three high-level commitment goals: reducing GHG emissions, improving governance and strengthening climate-related financial disclosures. The initiative, which is backed by more than 540 investors…

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