Non-GAAP Measures: Questions and Insights
April 23 | Cindy Fornelli, Executive Director, Center for Audit Quality | Comments (0)
The CAQ has published a free, full report, Non-GAAP Measures: A Roadmap for Audit Committees, on findings from recent roundtables, as well as a companion video that provides additional context and real-life examples of how audit committees are thinking about non-GAAP measures.
SEC Commissioner Robert Jackson and Perpetual Dual Class Shares
April 10 | Bernard Sharfman, Associate Fellow, R Street Institute | Comments (0)
The elimination of perpetual dual class shares in IPOs is a solution without a real problem to solve. Of the 19 companies that utilized dual class shares in their IPOs in 2015 perhaps 50 percent used a perpetual structure.
Proxy Proposals on Charitable Contributions Are Rare, but Will We See More?
April 02 | Jeff Hoffman, Leader, Corporate Citizenship & Philanthropy Center, The Conference Board | Comments (0)
Socially responsible investors have become a bigger part of a company’s ownership. Large funds, such as Vanguard, BlackRock, pension funds and others are exerting their influence for better ESG (Environment, Social, Governance) performance. Various nonprofits are also flexing their muscles. Will the increased scrutiny lead to more proposals on charitable contributions?
Setting the Stage for Sustainability
March 29 | The Conference Board Governance Center | Comments (0)
By Sophia Mendelsohn Despite the rise of corporate sustainability, few CEOs discuss these initiatives with shareholders. But that is changing. Companies and shareholders are beginning to use the term Environment, Social and Governance (ESG) to represent the more focused area of the overlap between financials and environmental/social issues, resulting in risk mitigation.
Are virtual-only annual meetings really what shareholders want?
March 26 | Gary Larkin, Research Associate, Corporate Leadership, The Conference Board | Comments (0)
In today’s remote business world, video conference calls and internal business Skype networks have become as common as landline phones in American corporate offices. But, does having such technology mean corporate management and boards should replace in-person annual shareholder meetings with virtual ones? Or should hybrid (in-person/virtual) meetings be adopted?
How Will Blockchain Technology Change Organizational Governance?
March 21 | Lewis Cohen, Partner, Hogan Lovells | Soraya Ghebleh, Law clerk, Hogan Lovells | Comments (0)
Many of the corporate board monitoring costs can be drastically reduced, if not eliminated, by using blockchain to establish trust between directors and shareholders.
For Directors, What Needs to be Improved in 2018 to Make Progress?
February 27 | Tim Leech, Managing Director, Global Services, Risk Oversight Inc. | Comments (0)
What’s driving board members to conclude that these are their top improvement areas for 2018? If directors have concluded they must improve on these dimensions, it follows that their boards haven’t been doing a good enough job to meet today’s expectations.
Seven Questions Board Members Should Ask About Insider Threat Risk
February 14 | Ryan Stolte, Co-founder, CTO, Bay Dynamics | Comments (0)
Insider threats are the unwelcomed gift that keeps on giving. A recent report by the analyst firm Forrester revealed that insiders are responsible for more than half of companies’ data breaches. Companies today more so than ever before need insider threat programs, which involve a combination of people, processes and technologies. So where does the board fit in?
New Year’s Resolutions for Director Compensation from Investors Bancorp Decision
February 07 | Jennifer Conway, Partner, Cravath, Swaine & Moore | Comments (0)
A recent decision by the Delaware Supreme Court raises a question as to whether a plan limit allowing board discretion to grant awards within general parameters will be sufficient to ensure business judgment deference, rather than an entire fairness review.