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.… Read the rest

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 a letter campaign aimed at getting S&P 500 companies to disclose all political contributions, including those to trade associations and tax-exempt groups.… Read the rest

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 views on the corporate governance dynamics of the financial crisis in Ireland at the ISE last Friday.… Read the rest

Proxy access – hybrid boards perform for shareholders says CalPERS

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 the SEC’s proposed proxy access rules.… Read the rest

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 provide a sufficiently timely and meaningful justification.… Read the rest

Governance gets the LOLs treatment


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

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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.… Read the rest

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.… Read the rest

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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Global investors own 42% of UK shares

Despite tumbling stock market valuations the impact of overseas shareholders in the UK stock market is greater than ever. This could have far reaching implications for the UK government’s attempt to beef up corporate governance.

According to figures released this week by the Office of National Statistics, non resident shareholders now account for 41.5% of UK listed shares, up from 40% as at the end of 2006.… Read the rest

US considers extending voting disclosures

The governmental responses to the financial crisis have been many and varied with markedly different approaches being taken on both sides of the Atlantic. One common strand between the European and US administrations has been the role of institutional shareholders and their use – or otherwise – of voting rights to discipline management.… Read the rest

60,000 pastries – but how many abstentions?

While it is good news to see that Siemens’ shareholders have resolved to put the past firmly behind them, it is interesting to note the priorities of the Siemens’ PR team.

In most markets, proxy voting disclosure has reached a high standard enabling analysts to see the turnout trends.… Read the rest