If there was any doubt, executive compensation is already emerging as 2004’s “lightening rod” for shareholders and institutional investors. This was underscored last week at DaimlerChrysler’s annual meeting, when the German-based auto giant bowed to U.S. concerns by voluntarily scrapping its stock option plan for its managers in favor of an incentive pay plan. It […]
Stephen Taub
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Expensing Stock Options: Much Ado About Nothing
While regulators, investors and governance experts applauded the Financial Accounting Standards Board’s decision to recommend that stock options be expensed, the reality is that it is much ado about nothing. Or, at the very least, it is another case of too little too late. First of all, the same day FASB made its announcement, Towers […]
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Governance Ratings: Do Institutional Investors Care?
Eight companies wound up at the top of GovernanceMetrics International’s first two comprehensive semi-annual governance ratings. Those companies are: ExxonMobil McDonald’s PepsiCo Pfizer Praxair Colgate-Palmolive E.I. duPont De Nemours Canadian-based BCE GovernanceMetrics applies almost 500 metrics to the more than 2000 companies it rates. The rankings are all relative, done like a bell curve distribution. […]
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Battle Of Safeway: Squeezing KKR At Both Ends
If the SEC makes the new rules for nominating directors retroactive when it likely unveils its revised recommendations in May, Safeway Inc. could become the first test case. Last week, a group of powerful pension funds said they plan to withhold their votes from the CEO of Safeway Inc., and two of its directors. They […]
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Cooperation Crackdown: SEC Gets Serious About Tardy, “Dilatory” Firms
The Securities and Exchange Commission is cracking down on companies that don’t cooperate with its investigations. Last week, Lucent Technologies said it agreed to pay a penalty of $25 million as part of a settlement with the SEC stemming from an accounting probe. The major infraction: the firm was not cooperative. “The staff made it […]
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Is SOX Forcing Companies to Go Private?
Privatization transaction announcements increased 30 percent following the August 2002 enactment of the Sarbanes-Oxley Act to November 2003, in comparison to the 16-month period preceding the Act’s initiation from April 2001 to July 2002, according to Grant Thornton LLP. What’s more, since the introduction of the landmark legislation, the median size of announced going private […]
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Director Nominations: Updates At Marsh And Qwest
At a roundtable discussion last week, corporate executives and shareholder advocates faced off on the topic of how much access shareholders should have in the director nomination process (see box at right for details). And though the Commission still hasn’t decided how it will proceed with its proxy access proposals, the issue is clearly heating […]
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Disney Decision is no Mickey Mouse Event
Walt Disney Co. dissidents Roy Disney and Stanley Gold may be irked that Michael Eisner kept his job as chief executive officer, even though he was forced to relinquish the chairmanship in light of the large vote of no confidence he received from shareholders at its annual meeting last week. But, according to shareholder advocates, […]
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Is Outsourcing, Tied To Compensation, The Next Activist Issue?
The boom in offshore outsourcing is not only a lightening rod for policy makers and unions — it is also becoming a corporate governance issue at this year’s annual meetings. As more and more companies send software design, call centers and other functions to cheap labor markets like India and China, a number of companies […]
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Did Mattel Just Experience A Regulation FD Near Miss?
Did Mattel Inc. recently avoid a potential Reg FD violation? ORIGINAL COVERAGE Below is an excerpt from the original Bloomberg coverage: Mattel Says It Expects U.S. Barbie Sales To Rise This Year By Andrea Cheng, Feb. 13 — Mattel, Inc., the world’s biggest toymaker, expects new products including Cali Girl Barbie will lift U.S. sales […]