Editor’s Note: This will be the final column for Lou Thompson, who has written a monthly column for Compliance Week since September 2006. Lou plans to focus his energy on writing a book on the role of the corporate board in shareholder relations. The editors of Compliance Week would like to thank Lou for his […]
Louis M. Thompson
Posted inBoards & Shareholders
Crowdfunding: Capital Raising Boon or Investor Fleecing Bust?
The Securities and Exchange Commission recently proposed a ten-fold increase in the amount new businesses can raise before having to register securities with the agency. Will the new rules become a panacea for job creation or, as some suggest, a license to commit fraud and manipulate unsuspecting investors? When Congress first sketched out plans to […]
Posted inFrom the Archive
When Pension Funds Turn Activists
There’s a new wrinkle to contend with during the coming proxy season next year: Previously docile public pension funds are becoming activist investors and may be the new “barbarians at the gate.” Their tactic is to target individual directors of companies they consider to have poor board governance. Ira Millstein, who specializes in corporate governance […]
Posted inFrom the Archive
When a ‘Say-on-Pay’ Win Is Not a Win
Could the fate of Oracle CEO Larry Ellison’s 2013 compensation plan be a wake-up call for boards of directors and specifically compensation committees? Oracle’s board is under fire for approving a wildly generous pay package of $78.4 million for Ellison for the 2013 fiscal year. The board’s recommended compensation plan got less than half of […]
Posted inFrom the Archive
CEOs and Boards Slow to Embrace Sustainability Reporting
The number of U.S.-based companies issuing sustainability reports may have reached a record high this year, but that doesn’t mean the concept is catching fire. Some CEOs and board members are shunning the reports because they say they drain valuable resources that could be deployed elsewhere. The Oxford English Dictionary defines sustainable as “to be […]
Posted inBoards & Shareholders
Get Ready for the Pay Ratio Rule
We know we have a compliance problem when the Securities and Exchange Commission is three years late in promulgating rules to comply with the Dodd-Frank Act provision to disclose a comparison of CEO pay to that of the rank and file. This controversial provision requires companies to include in its compensation plan disclosure “the ratio […]
Posted inFrom the Archive
Time to End the Jump Some Investors Get on Information?
A two-second head start on market-moving news can be an eternity for a high-speed trader using an algorithmic super computer program, and many companies pay handsomely for the advantage. Now regulators are pushing to level the playing field and keep information providers from releasing important news early to select clients. If it sounds familiar, it […]
Posted inFrom the Archive
New Sustainability Reporting Guidelines Call for Focus on Materiality
The Global Reporting Initiative—the non-profit organization that has developed the de facto set of standards for sustainability reporting—recently rolled out the next generation of reporting guidelines, known as G4. The guidelines, while voluntary, serve as a roadmap for any company that is serious about giving investors and the public more information about its sustainability efforts […]
Posted inFrom the Archive
Beware of Expert Networks
Corporate compliance and investor relations officers beware: Employees at your companies may be participating in so-called “expert networks,” which could expose them to charges of insider trading and the company to reputational damage. Indeed compliance and IR officers would be wise to warn employees company-wide that any participation in expert networks may be hazardous to […]
Posted inFrom the Archive
Will Facebook Become the New Disclosure Outlet?
Last month, the Securities and Exchange Commission finally waded into the choppy waters of whether the various forms of social media could be considered part of a company’s disclosure regimen. The SEC’s guidance took the unusual form of a Report of Investigation resulting from a Division of Enforcement inquiry into Netflix CEO Reed Hastings’ use […]