As the new reality of “say on pay” votes by shareholders settles in, a guiding strategy for companies should be to have your own say. Investor relations professionals (and senior execs) need to learn how to communicate more clearly and proactively on pay and governance. By last week, 20 U.S. companies had lost (failed to get [...]
January 29, 2011 – 1:41 pm
As a non-lawyer I’ve wondered why so many companies – regardless of where they do business or actually are located – incorporate in Delaware. The little state that is barely a whistle-toot on a fast New York-to-Washington train ride practically makes an industry of playing host to corporations. More than 850,000 companies make their home [...]
September 10, 2010 – 8:19 pm
Effective corporate governance springs not so much from lists of rules as from the human element of relationships between boards of directors and top managers, according to a veteran director of companies such as Ford Motor and Estée Lauder. Irv Hockaday, former president and CEO of Hallmark Cards (and Kansas City Southern before that), spoke today at [...]
As the role of the CEO changes in 21st Century corporations, the mission of investor relations and corporate communications also evolves. These staff functions often support the chief executive in achieving success – or fall short along with the boss. We ought to take note of subtle and not-so-subtle shifts in the corner office. Cliff [...]
The Harvard Business Review offers a provocative thought in its April 2010 issue: According to two professors at overseas universities (which may be relevant), shareholders are not the owners of corporations – and boards of directors shouldn’t feel so compelled to make decisions in the shareholders’ interest. No, this isn’t an April Fool’s Day joke [...]
A little commentary tucked into today’s Wall Street Journal (p.C4) riffs on Lloyd Blankfein’s statement last fall about investment bankers “doing God’s work” – and may hold a lesson, too, for investor relations professionals and our companies. John Terrill, who heads the Center for Integrity in Business at Seattle Pacific University, shares his thoughts on [...]
November 20, 2009 – 10:52 pm
If you work with the proxy statement or other communications on executive pay, you should read the Nov. 9 speech by Shelley Parratt, deputy director of the SEC Division of Corporation Finance, to the 4th Annual Proxy Disclosure Conference.
Parratt calls on companies to improve the quality of their Compensation Disclosure & Analysis sections – giving clearer, [...]
September 29, 2009 – 10:47 pm
All eyes are on Washington this fall, as the country watches hope and change take hold through new laws and regulations. When NIRI President and CEO Jeff Morgan briefed a group of investor relations people and corporate lawyers in Kansas City on changes coming our way from DC, “scary” was a word that kept recurring.
“There [...]
Corporate governance “reforms” taking shape in Washington, while aiming to fix the causes of the financial crisis, may in fact add to the problems.
In a memo to clients today, “Corporate Governance in Crisis Times,” the New York law firm Wachtell, Lipton, Rosen & Katz says governance failures of recent years stem from “pressure for short-term [...]
A Stanford University business professor, Jeffrey Pfeffer, takes on “shareholder capitalism” in an article in the July-August issue of Harvard Business Review.
Pfeffer argues in “Shareholders First? No So Fast …” that the pendulum is swinging from stockholders toward stakeholders. Noting the recent political changes and populist backlash after the carnage in financial and credit markets, he [...]
