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FRC consults on Stewardship Code

The Financial Reporting Council (FRC), the UK’s corporate governance regulator, wants to hear from institutional investors in the UK and overseas about its proposals for a new “Stewardship Code” aimed at creating best practice principles for investors when engaging with the UK listed companies.

The Stewardship Code is based on a set of principles originally

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Novartis - Vasella's bonus doesn't compute

Manifest has released it’s first executive remuneration analysis using the Obermatt Bonus Index. The analysis of Swiss-quoted Novartis shows that former CEO Daniel Vasella’s received a bonus in 2009 almost three times the amount he would have been due based on the relative earnings growth of the company’s peer universe.

According to Manifest’s calculations, Vasella’s

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TIAA-CREF warns against outsourcing governance thinking

Long-term investors with a focus on overseeing their investments will play a vital role in improving governing practices of companies in which they invest, which can in turn help to avoid future financial crises, according to a new policy brief released today by TIAA-CREF.

TIAA-CREF is the New York-based $402 billion retirement plan for the

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Political donations revisited

The US Supreme Court’s ruling in Citizens United v. the Federal Election Commission, has sent shockwaves through the US corporate governance community and re-awakes concerns that companies will use shareholder funds to influence US political elections.

Nearly all restraint on corporate political spending has been lifted by the ruling, prompting the Center for Political Accountability to launch

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Tough self-questioning in Dublin

Whilst the future shape of shareholder engagement responsibility is debated in London, Brussels and across continental Europe, the debate in Dublin is a fierce as anywhere.

In what is traditionally a very close-knit investment and business community, the Irish Stock Exchange (ISE) and the Deputy Prime Minister participated in a full and frank exchange of

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Proxy access - hybrid boards perform for shareholders

As the debate about the rights of shareholders to appoint their own nominees to US boards continues, the PROXY Governance (PGI) Hybrid Boards study, sponsored by the IRRC Institute, is appearing with increasing frequency in shareholder comment letters and other governance analyses regarding

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Bolland's deal: M&S fails to learn the disclosure lesson

There has been much press comment regarding the pay package of Marc Bolland, the new Marks & Spencer (M&S) CEO. M&S has been no stranger to press and investor attention in recent times. In particular, the decision to combine the roles of Chairman and CEO in 2008 attracted criticism for the failure to

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Governance gets the LOLs treatment

Let it not be said that the geeky world of governance doesn’t have its lighter moments….

Compensation consultant concentration concerns

The market for US compensation consultants is looking increasingly concentrated according to new research by ProxyGovernance.

Based on data for annual meetings held between Jan. 1, 2009 and July 1, 2009, five consulting firms – Towers Perrinand Watson Wyatt (now combined as Towers Watson & Co.), Frederic W. Cook & Co., Inc. Mercer LLC

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Audit votes increase in US

Amendments to ‘Broker Voting Rule’ yield unexpected results

The long-awaited change to NYSE Rule 452, effective Jan. 1, 2010, reclassifying uncontested director elections as ‘non-routine’ items, thereby eliminating the discretion of brokers to vote uninstructed shares, also makes it more difficult for companies with no routine matters on the ballot to achieve a quorum.

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Notable shareholder resolutions

While shareholder resolutions and countermotions are still relatively rare in Europe, they are a core feature of the US market. Here Allie Monaco of ProxyGovernance has highlighted some of February and March’s more interesting proposals.

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