The Magazine of Corporate Responsibility

Tag Archive for ‘Shareholders’

Delaware Public Benefit Corporations Bring Social Purpose

On August 1, 2013, Delaware became the 19th state to authorize the benefit corporation. For the first time in American corporate law, this new corporate form provides a legal basis for companies to have a positive social purpose in addition to creating shareholder value.

Fulfilling the Promise of ‘Citizens United’

The authors of a new research paper say the Supreme Court’s 2010 Citizens United decision to permit corporations to spend unlimited sums to influence federal elections was premised on two yet-unfulfilled promises: Corporations would disclose their expenditures, and shareholders would be able to police such spending. Action by the SEC to require disclosure, they argue, might now “prove to be a favor” to businesses – and actually increase corporate valuations.

Social and Environmental Shareholder Proposals Gain Traction

Shareholder proposals on social and environmental issues constitute about half of all resolutions in the 2011 proxy season and have become a serious strategic consideration for corporate boards and their members, according to a new report from the consulting firm Ernst & Young. “The degree of support for these types of resolutions is growing among mutual funds and other important investors,” the report finds.

Companies Pressed on Policies to Clawback Executive Pay

When financial results aren’t what they seemed to be – and a company is forced to issue material financial restatements – how does it recoup the incentive pay and bonuses that were awarded to senior managers on the basis of rosier outcomes? It’s not a simple process, as evidenced by reactions to a provision in the newly-enacted Dodd-Frank financial reform legislation.

GE Report Looks Toward “Pathway to Sustainability”

GE’s 2009 corporate citizenship report – “Renewing Responsibilities” – sets forth a vision of addressing global concerns with confidence, integrating sustainability into the company’s core business strategy. “Our goals,” GE says, “are to make money, make it ethically and make a difference.”

Dell Inc. to Pay $100 Million to Settle Charges in Intel Case

The SEC charged that Dell and its founder, Michael Dell, and several former executives did not disclose to investors large “exclusivity payments” the company received from Intel Corporation to not use central processing units manufactured by Intel’s main rival, Advanced Micro Devices Inc. At their peak in the first quarter of 2007, those payments constituted 76 percent of Dell’s operating income.

Executive Comp and Governance Provisions of Dodd-Frank Act

The Dodd-Frank Wall Street Reform and Consumer Protection Act, widely considered to be one of the most comprehensive reforms of the U.S. financial industry in years, was signed into law on Wednesday. While many provisions of the Act relate primarily to banks and the financial regulatory system, the new legislation will also have a significant impact on corporate governance and executive compensation practices for public companies in general.

Securities and Exchange Commission Fact Sheet on U.S. Proxy System Inquiry

This is a complete text of the July 14, 2010 fact sheet issued by the U.S. Securities and Exchange Commission seeking comment on the U.S. proxy system.

SEC Explores Changes to U.S. Shareholder Proxy System

The commission outlined a concept release seeking public comment on proposals to “promote greater efficiency and transparency in the U.S. proxy system and enhance the accuracy and integrity of the shareholder vote.” And SEC Commissioners, with no debate, unanimously approved issuing the concept release for a 90-day public comment period.

Shareholders Press for Political Spending Disclosure

The Center for Political Accountability, examining results of disclosure proposals for the 2010 annual meeting season, found that shareholder support for disclosure rose to a record 30.25% at 28 meetings.