Archive
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How tech tools boost governance at HPE
Hewlett Packard Enterprise received the 2020 Corporate Governance Award for Best use of technology ‘PepsiCo is a poster child for what people are trying to do’ in terms of ESG reporting, says one of the Corporate Secretary judges. It’s a rapidly evolving field of endeavor for governance teams and their colleagues and one in which our winner has shown dedication to disclosing useful information in an accessible way across several avenues. PepsiCo in June 2020 published its sustainability report in a new format: all-digital and embedded for the first time on the firm’s website. The idea is to allow for…
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Bringing color to the proxy statement
At Home Group won Best proxy statement (small cap) at the Corporate Governance Awards At Home Group went public in 2016 and filed its first proxy statement in 2018. At that time ‘there was no color, no cover page, no bells or whistles, and we thought that was sufficient to cover our interests,’ says Meredith Hampton, vice president and associate general counsel of At Home. In 2019 the company faced its first say-on-pay vote and received only 49 percent support. It was a wake-up call that something needed to change, and the response was two-fold: At Home needed to talk…
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Inside Change Healthcare’s award-winning compliance program
Why Change Healthcare won this year’s Best compliance and ethics program (small to mid-cap) award At Nasdaq, the proxy statement is produced internally by a cross-functional working group whose members all have additional jobs to do. This team includes representatives from investor relations, internal audit, legal, the corporate secretary and the design team. It’s all the more impressive, then, that Nasdaq’s 2020 proxy statement has been judged ‘best in class’. Erika Moore, Nasdaq’s assistant general counsel, says it takes the working group about six months to complete the proxy statement each year. The attention to detail and flair for design…
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Bolstering ESG in the proxy
Nasdaq won Best proxy statement (large cap) at the Corporate Governance Awards Change Healthcare’s legal and compliance team has, in a relatively short period of time, proven itself to be adept at tackling major compliance and ethics challenges in a highly regulated industry. The department began work in 2017 when the company was created in a joint venture between McKesson Corporation and the Blackstone Group. With general counsel Loretta Cecil at the helm, the team integrates all parts of the business that deal with governance, compliance, ethics and risk-management issues. That reflects Cecil’s desire to remove organizational silos, a process…
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Visa’s company-wide approach to compliance
Why Visa won this year’s award Corporate Secretary award Best compliance and ethics program (large cap) One of the features of Visa’s highly impressive compliance work over the past year or so has been its efforts to integrate that work across the business. In the words of chief compliance officer Obiamaka Madubuko: ‘We think compliance is but one piece of the overall puzzle.’ That view has led Visa’s compliance team to beef up its partnerships with the controllership, audit and risk functions. The teams meet quarterly to look at the risks facing the industry, the company and its business lines…
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How Marsh & McLennan uses tech to manage global entities
Marsh & McLennan Companies was the winner of Corporate Secretary’s inaugural Best global entity management award How many people make up the Federated Hermes engagement and responsible investing team? We have more than 60 global team members deployed across engagement, stewardship and our responsibility office. How long have you worked for Federated Hermes, and in which roles? I joined Federated Hermes in 2008 and was an equity portfolio manager and vice president prior to my current role as director of the responsible investing office. What is the function of your responsible investing office? Our responsible investing office oversees the company-wide…
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The story behind HP’s award-winning AGM
HP was the winner of Corporate Secretary’s the inaugural Best AGM award The SEC has adopted amendments to the business description, legal proceedings and risk factor disclosures required by reporting companies in annual and quarterly reports and registration statements. The amendments are intended to modernize disclosure requirements, including by eliminating certain duplicative requirements and improving the usability of filings for investors. The SEC expects the amendments to elicit disclosures that are tailored to each registrant’s particular circumstances. The amendments became effective on November 9, 2020 and apply to any Form 10Qs, Form 10Ks or registration statements filed on or after…
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Implementing new Regulation SK requirements
Revised SEC rules that took effect in November are intended to modernize reporting requirements HP’s 2020 virtual AGM was not its first rodeo – the company has been holding its annual shareholder meetings online since 2015. But there was a wrinkle: HP was the subject of a proxy contest and hostile tender offer brought by Xerox Corporation. HP was planning to hold an in-person AGM in late spring because of the technical and procedural limitations associated with a proxy contest, which typically do not allow the issue to be resolved via a virtual meeting. HP had already gone far down…
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Nasdaq’s Joan Conley: A devotion to governance and integrity
Joan Conley was the 2020 winner of Corporate Secretary’s lifetime achievement award Joan Conley is this year’s recipient of the lifetime achievement award in recognition of her career as Nasdaq’s only corporate secretary since its founding, during which time she has developed its corporate governance and maintained a passionate focus on ethics, compliance and integrity. Conley’s retirement from Nasdaq at the end of 2020 follows almost 40 years with the exchange operator and its predecessor organization. She started with the NASD – now the Financial Industry Regulatory Authority – in 1982 as a management trainee before becoming director of human…
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HPE’s Jon White: Always thinking ahead
Why Jon White of Hewlett Packard Enterprise was named this year’s Rising star at the Corporate Governance Awards One of the Corporate Secretary judges describes Jon White, corporate and securities counsel at Hewlett Packard Enterprise (HPE), as ‘someone who is clearly always thinking about how to move the ball forward’. An excellent example of that came in September 2019, when White proposed an innovative way for colleagues in HPE’s legal team around the world to collaborate ‘face to face’ via virtual reality (VR) platforms. Not only is VR a new way of working, it has also become even more valuable…