The Annual Shareholder Letter: Disclosing Leadership
“In an environment where past results are no longer a reliable indicator of future performance, the annual report letter is viewed as a unique statement of vision and personal accountability.
In four years of surveying shareholder letters, we’ve seen the good, the bad and the quickly forgotten — unfortunately, most of them in the latter two categories…Our yearly research of the letters of 100 … [ Read more ]
Content: Article | Author: Laura Rittenhouse | Source: CEO Refresher | Subjects: Corporate Governance, Public Relations
Questions at Stockholders’ Meetings (.pdf)
Many factors have played a role in shifting business operations dramatically over the past decade. Access to real-time, enterprise-wide information, expanded globalization, and changing financial and social priorities are creating new and diversified challenges for management. In this environment, corporate officers and directors must continue to build trust and confirm stockholders’ belief in the wisdom of their investments. Clearly articulating the company’s plans and … [ Read more ]
Content: Online Resource | Source: Deloitte | Subjects: Corporate Governance, Management
Executive Pay Increases in the 1990’s
CEOs Serve Themselves First in Mergers of Equals
In “mergers of equals,” target company CEOs frequently strike deals that benefit them personally but are not in the best interests of their shareholders, according to a new study by Wharton management professor Julie Wulf. Her analysis of 40 mergers of equals that took place during the 1990s includes explanations for the lower returns as well as a way to prevent their recurrence.
Content: Article | Source: Knowledge@Wharton | Subject: Corporate Governance
21st Century Corporate Board
Content: Book | Author: Raplh D. Ward | Subject: Corporate Governance
Saving the Chief Executive
This article offers some warning signs of a failed CEO, including:
1. A chief executives who argues for fewer and shorter board meetings.
2. A chief executive’s refusal to consider board candidates who have a reputation for being outspoken and who might be quick to criticize the chief executive’s actions. A corollary of this last warning sign is the manipulation by the chief … [ Read more ]
Content: Article | Author: Daniel T. Carroll | Source: strategy+business | Subject: Corporate Governance
Why C.E.O.’s Succeed (and Why They Fail): Hunters and Gatherers in the Corporate Life
This article is much more substantive than the title suggests, offering an anthropological analysis of organization types and their implications, drawing a corrolary to boards of directors in the end which leads to the discussion on CEO performance.
Content: Article | Authors: Edward F. Tuck, Timothy Earle | Source: strategy+business | Subjects: Corporate Governance, Organizational Behavior
The end of Germany AG
Stephen Davis of Davis Global Advisors expects the most dramatic changes in corporate governance in the next few years to take place in Germany. The Schröder government’s elimination of corporate capital gains taxes, effective next January will, he predicts, encourage companies to unwind their cross-shareholdings.
Content: Article | Author: Nigel Holloway | Source: Forbes | Subjects: Corporate Governance, International
Why Community Relations Is a Strategic Imperative
Authors, from the Center for Corporate Community Relations at Boston College, argue that in addition to becoming the investment of choice, a company must become the supplier of choice, the employer of choice and a “neighbor of choice.” Included is an 11-step best-practices blueprint for implementing the neighbor-of-choice strategy
Content: Article | Author: Bradley K. Googins | Source: strategy+business | Subjects: Corporate Governance, Social Responsibility (ESG)
Stock-Based Compensation and the Cost of Capital
Article discusses the controversy of whether companies should estimate the present value of employee stock options, when granted, and then account for them as a current expense. Though the article is a little dated (referring to an old FASB proposal), the issues addressed continue to be relevant.
Content: Article | Authors: Amy P. Sweeney, Patricia M. Dechow, Richard G. Sloan | Source: strategy+business | Subjects: Accounting, Corporate Governance
Is corporate governance delivering value?
Valter Lazzari, Full Professor of Banking and Finance at Università Cattaneo and Università Bocconi, Milan introduces this important topic with an essay on first principles, current debates and future prospects. Then eight other experts explore a range of issues including differences between North American and European practices, regional models within Europe, the impact of voting restrictions, the challenge for financial institutions and NGOs, and the … [ Read more ]
Content: Article | Source: European Business Forum (EBF) | Subjects: Corporate Governance, International
When Shareholder Groups Complain, Management Would Do Well to Listen
With the annual-meeting season getting underway, corporate executives can once again expect to be publicly targeted by shareholder groups unhappy over recent stock returns. Just how effective are shareholder activists and how constant is the pressure they exert on non-performing managers?
Content: Article | Source: Knowledge@Wharton | Subjects: Corporate Governance, Finance
New Research Measures Positive Impact of ESOPs in Private Companies
Professors Joseph Blasi and Douglas Kruse of Rutgers University have recently completed a new study of the long-term performance of closely-held companies that implemented ESOPs. Key findings of the study show that ESOP companies had better long-term survival rates than comparable non-ESOP firms; had higher employment growth and higher growth in annual sales per employee; and that the introduction of the ESOP resulted in a … [ Read more ]
Content: Article | Authors: Douglas Kruse, Joseph Blasi | Source: Foundation for Enterprise Development | Subjects: Corporate Governance, Trends / Analysis
Surprise – your finances are now public!
Spring so far has been full of surprises, not the least of which is the SEC’s relief for private companies with at least 500 option holders that, under Section 12(g) of the Securities Exchange Act of 1934, might have had to fulfill public company disclosure requirements, such as 10-Qs and 10-Ks. It could be extremely harmful for a private company to have to expose its … [ Read more ]
Content: Article | Author: Stephen Lacey | Source: Red Herring | Subjects: Corporate Governance, Legal
Are Stock Option Rescissions an Unfair Benefit?
When the tech-stock bubble burst in 2000, a number of companies allowed key employees to cancel previous options-based stock purchases that had left them with deep losses. The implications of such favoritism are troubling enough that the SEC – not to mention shareholder activists – are taking a closer look.
Content: Article | Source: Knowledge@Wharton | Subjects: Corporate Governance, Trends / Analysis
Poison pills are no shareholder panacea
Article examines stockholder rights plans, also called poison pills.
Content: Article | Author: J.P. Vicente | Source: Red Herring | Subject: Corporate Governance
The CEO Trap
Article examines the trend toward viewing the CEO as a superhero and putting him/her in a position to satisfy Wall Street or be fired.
Content: Article | Authors: Anthony Bianco, Louis Lavelle | Source: BusinessWeek | Subject: Corporate Governance
Executive Search Firm Market / CEO Statistics
A. Paladino
When we enter a board meeting, we only ask two questions. One, are we going to fire the CEO today? If not, then how can we help?
Content: Quotation | Subject: Corporate Governance
