SEC gets busy with bumper crop of enforcements

Judging by this week’s crop of enforcement stories, the US securities regulator, The Securities & Exchange Commission appears to be relaunching itself with renewed vigour. The week of August 3rd to 7th is probably going to go down in history as one of the Commissions busiest and most high profile weeks.… Read the rest

US Bill to limit exec pay voted through

US shareholders get say on pay at financial institutions – in exchange for more investor disclosure.

The US House of Representatives has passed Congressman Barney Frank’s bill to “amend the Securities Exchange Act of 1934 to provide shareholders with an advisory vote on executive compensation and to prevent perverse incentives in the compensation practices of financial institutions.” If brought into law, the Act would impose significant regulatory constraints on the executive pay arrangements of “covered financial institutions” (CFIs).… Read the rest

Women underrepresented on US boards too

A PROXY Governance review of Russell 3000 companies holding their 2009 annual meeting prior to July 1 reveals considerable disparity in female board representation across sectors. Overall, women make up 10.7 percent of directors in the Russell 3000, but just 5.6 percent and 5.1 percent of directors in the energy and semiconductor sectors, respectively.… Read the rest

Japan turns to overseas investors

Welcome news this week about Japanese corporate governance developments from Washington-DC based Council of Institutional Investors. Jonathan Urick, CII’s international governance policy co-ordiantor met with Makoto Seta and Toshiya Otsu of the Japanese Financial Services Agency (FSA) to discuss their agency’s ongoing efforts to improve corporate governance.… Read the rest

SEC Investor Advisory Committee gets to work

The SEC’s Investor Advisory Committee has kicked off its first meeting with an ambitious and far-reaching agenda.Sets Ambitious Agenda. At its inaugural meeting July 27, the committee, which includes institutional governance heavyweights Hye-Won Choi (TIAA-CREF), Mark Anson (Nuveen Investments), Abe Friedman (Barclays Global Investors), Dennis Johnson (Shamrock Activist Fund) and Damon Silvers (AFL-CIO), as well as the Council of Institutional Investor’s Executive Director Ann Yerger, agreed to consider the following broad spectrum of topics:
  • Fiduciary duty: Should all financial intermediaries who provide investment advice to their customers be subject to the same fiduciary duties, and how should those duties be defined?
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Proxy Season 2009 – A Year to Remember?

Manifest cordially invites you to you our end of season colloquium in Paris on September 9th 2009.

Please join us for an afternoon of informative analysis and lively debate in the graceful surroundings of the British Ambassador’s Residence in the heart of Paris –  just a short train ride from central London and all leading European financial centres.… Read the rest

MBO governance – how not to do it

Management buy-outs remain a key area of governance concern; the protection of the minority shareholders is of vital importance and constant vigilance is called for. Companies  with a controlling shareholder in particular require an ever greater level of attention, especially when it comes to scrutinising related party transactions and remuneration paid to the directors. … Read the rest

Northern Rock shareholders fight on

Northern Rock’s former shareholders have lost their bid for a judicial review of the nationalisation compensation scheme but have vowed to press their claims in the the House of Lords and, potentially, the European Court of Human Rights.  The House of Lords appeal could be heard in summer 2010 but  an appeal to the European Court could take between one and three years.… Read the rest

ASIC pushes for disqualifications for former James Hardie directors

Australia’s Business Day has reported that The Australian Securities and Investments Commission (‘ASIC’) wants seven former non-executive directors and three former executives  at James Hardie banned from company directorships for at least five years each and fined a total of $2.8 million to $3.4 million.… Read the rest

Combined Code Review: FRC issues progress report

The UK’s corporate governance regulator, the Financial Reporting Council (FRC) has today published a progress report on its review of the Combined Code on Corporate Governance, which it kicked off in March 2009.

The report summarises the results of the consultations and research that the FRC has carried out to date and invites views on various aspects of the Combined Code and its application.… Read the rest

ESG integration – a legal requirement?

A report by the Asset Management Working Group of the United Nations Environment Programme Finance Initiative links the integration of ESG (environmental, social and corporate governance) issues into investment processes with legal responsibilities of fiduciaries (including pension trustees, asset managers and investment advisors). … Read the rest

Cattles auditors come under investigation

The Accountancy and Actuarial Discipline Board (AADB) has announced that it will investigating  PricewaterhouseCoopers LLP and its staff in relation to its role as auditor to struggling sub-prime lender Cattles Plc.

As previously reported on Manifest-I, Cattles  has sacked six directors since March, when it discovered a £700m accounting discrepancy at its Welcome Financial Services arm relating to the way bad debts were recorded.… Read the rest