Wednesday, June 20, 2012

An ugly sign of the times...

The persistent efforts urging the SEC to regulate proxy advisory businesses is an ugly sign of the times... it's advice that is the purchaser is under no obligation to follow and yet there is determined efforts to undermine the industry.  June 15, 2012.  see also this post at … June 20, 2012 | proxy , Corporate Power , Government Capture , SEC
Thursday, July 28, 2011

SEC Proxy Rules Decision

Bob discusses the DC Circuit Court decision regarding the SEC proxy rules in Dodd-Frank.  The ruling  "tells you more about the Court than it does the issue or the SEC."   July 26, 2011. July 28, 2011 | CEO power , directors , SEC , proxy , Dodd-Frank , regulation
Thursday, July 28, 2011

DC Circuit Court decision preserves CEO power

Regarding the DC Circuit Court on SEC Proxy rules:  a legal system that preserves the hegemony of the CEOs.  What does a board do that would be impossible to do with an outside director there?  July 26, 2011. July 28, 2011 | CEO power , directors , SEC , proxy
Tuesday, January 15, 1991

Comments on the AT&T/NCR Proxy Contest

Bob Monks comments on the hostile takeover bid of NCR by AT&T in 1991.   January 15, 1991 | shareholder rights , proxy
Wednesday, June 20, 2012

Dual Class Ownership

A couple of years ago I posted a video proposing multiple-class stock as a way to empower owners and hold management to account. Now seems like a good time to discuss the downside of dual-class or multiple-class stock because there have been some recent high profile offerings that bring… June 20, 2012 | ownership , corporate governance , shareholder rights , proxy
Tuesday, April 24, 2012

A Happy Monopoly - Ratings Agencies

Happy monopoly describes the ongoing status of the SEC approved rating companies (Nationally Recognized Statistical Rating Organizations – NRSRO).  Notwithstanding that the Financial Crisis Investigation Commission and Senator Carl Levin’s Subcommittee on Oversight confronted the CEOs of the big ratings firms whose crisis-related pay went up by a multiple… April 24, 2012 | proxy , SEC , CEO power , Corporate Power , accountability
Thursday, April 19, 2012

Citigroup Shareholders

55% of Citigroup shareholders voted against the proposed pay package for the CEO, Vickram Pandit.  Will this impact votes at other companies?   More in the video... April 19, 2012 | Say on Pay , shareholder activism , CEO Pay , proxy , shareholder resolutions
Monday, February 6, 2012

Attacking Proxy Advisors

  Since the passage of Dodd-Frank, in the summer of 2010, there has been a constant drumbeat from representatives of the corporate community, particularly the Business Roundtable and the U.S. Chamber of Commerce, regarding the need for an increased level of regulatory oversight focused on proxy advisory firms.  … February 6, 2012 | proxy , Capture , SEC , institutional investors , shareholder activism
Monday, May 9, 2011

The Appearance of Reality: States as Laboratory

This is the sixth post in my effort to clarify corporate governance terms and concepts that now seem misleading to me. We all know what these words mean in a literal sense but in the context of governance, of business and of our post-crash world do they still mean… May 9, 2011 | corporate domicile , corporation law , proxy , corporate governance , Disinformation
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