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1 Sep 2011, 11:33 am by Ted Allen
More than 10 months after draft rules were proposed, institutional investors that are Form 13F filers still are waiting for the U.S. [read post]
24 Jun 2010, 7:46 am by Ted Allen
During negotiations today on financial reform legislation, House lawmakers formally rejected a Senate proposal to impose a 5 percent ownership threshold and a two-year holding period on investors who seek to use a proposed SEC proxy access rule to nominate board candidates.Instead, House lawmakers proposed to insert instructions in the bill to direct the SEC to consider the need for a holding period and a minimum ownership stake. [read post]
18 Jul 2008, 6:31 pm
On July 17, the Delaware Supreme Court rejected a proposed bylaw at CA Inc. that sought to require the computer software firm to reimburse dissidents for expenses incurred in successful short-slate proxy contests. [read post]
26 Oct 2011, 2:21 pm by Ted Allen
In a substantial vote of "no confidence," News Corp. shareholders withheld more than 30 percent support from James Murdoch, Lachlan Murdoch, and three other directors at the media company's Oct. 21 annual meeting. [read post]
19 Jan 2012, 10:57 am by Ted Allen
Carol Bowie, head of executive compensation research at ISS, has posted a commentary on ISS' new pay-for-performance methodology on the Harvard Law School Forum on Corporate Governance and Financial Regulation. [read post]
8 May 2009, 9:15 am
A "say on pay" shareholder proposal received 59 percent support at CVS Caremark on May 6, according to proponents. [read post]
11 Apr 2012, 4:15 pm by Ted Allen
On Wednesday, the SEC staff released a study that examines whether investors should be able to bring lawsuits over transnational securities fraud.Under Section 929Y of the Dodd-Frank Act, Congress directed the SEC to study this issue following the U.S. [read post]
8 May 2012, 2:21 pm by Ted Allen
So far this year, investors have been more receptive to shareholder proposals that seek an independent board chair.These proposals have averaged 37.7 percent support (based on votes “for” and “against”) at 20 U.S. companies this proxy season, according to ISS Voting Analytics data, which includes meetings at Russell 3000 firms through May 4. [read post]
16 Dec 2009, 8:40 am by RiskMetrics Group Blog Team
The SEC today voted 4-1 to finalize a new set of proxy disclosure rules on compensation risks and director qualifications with a few minor revisions. [read post]
20 Apr 2011, 2:22 pm by Ted Allen
So far, investors have been overwhelmingly receptive to management recommendations for annual “say on pay” votes. [read post]
3 May 2011, 5:46 am by Ted Allen
The number of failed U.S. advisory votes this year has reached a dozen after two Denver-based firms, Janus Capital Group and M.D.C. [read post]
21 Sep 2011, 6:24 am by Ted Allen
Davis Polk & Wardwell, a law firm that represents directors and executives, recently did an interview with new ISS President Gary Retelny. [read post]
3 Feb 2012, 11:09 am by Ted Allen
Jacobs Engineering Group, which was the first S&P 500 company in 2011 to report a failed say-on-pay vote, received more than 96 percent support (based on shares present) for its compensation practices at its Jan. 26 annual meeting, according to a company filing. [read post]
19 Dec 2007, 7:00 am
On Nov. 28, the Securities and Exchange Commission missed an opportunity to find a middle ground on proxy access. [read post]
28 Apr 2009, 6:32 am
Apple said yesterday it would hold an annual advisory vote on executive pay in 2010 after a shareholder proposal on that topic won majority support for the second year in a row. [read post]
5 Apr 2012, 4:58 pm by Ted Allen
Earlier today, President Obama signed into law the "Jump-start Our Business Startups (JOBS) Act," which will exempt newly public companies from say-on-pay votes and other governance and accounting rules.The JOBS Act, which passed with bipartisan support in both chambers of Congress, creates a new category of "emerging growth companies," which will be exempt from votes on executive compensation; golden parachute votes; and various audit, disclosure, and initial offering… [read post]
13 Oct 2010, 12:40 pm by Ted Allen
Three activist investors filed shareholder proposals this week at Valero Energy, Tesoro, and Occidental Petroleum that seek an independent board review of their policies on political expenditures. [read post]
10 Dec 2009, 7:04 am by RiskMetrics Group Blog Team
The Securities and Exchange Commission has scheduled a Dec. 16 open meeting where it will consider whether to finalize a new set of proxy disclosure rules. [read post]