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Opinions and views from expert CFOZone members.

Tag >> directors
Oct 14
2010

Women on corporate boards: More open to change than men

Posted by annearf in risk managementdirectorscorporate boardscompensationcareer/managementboards

annearf

 Does it really make any difference if there are more women on boards? 

 A study from Heidrick & Struggles and WomenCorporateDirectors of 400 directors indicates the answer is "probably", at least if you're talking about attitudes towards a number of important issues.  On the one hand, it found that men and women directors respond in much the same way to some key topics.  At the same time, there are a quite a few notable issues where male and female directors most definitely seem to be on Mars and Venus.

Mar 16
2010

What Dodd or others can’t mandate

Posted by Stephen Taub in sox 404Say on PaySarbanes-Oxleyratingsexecutive compensationdirectorscredit-rating agenciesCredit RatingsConsumer Financial Protection AgencyChristopher DoddChris DoddbankruptcyBanking

Stephen Taub

You have to hand it to Senator Chris Dodd. For someone who has heavily depended on the generosity of the largest banks and investment firms for his fund-raising, he has proposed a pretty impressive bill for further regulating the financial firms....given the current environment in Washington, of course.

I am not confident it will prevent another AIG, Lehman or Bear Stearns. The current poisoned partisanship in Washington on both sides of the aisle wouldn't support that kind of onerous bill.

Feb 08
2010

BofA settlement: Where’s the beef?

Posted by Stephen Taub in shareholdersshareholder acttivismSecurities and Exchange CommissionSarbanes-OxleyMerrill Lynchexecutive payexecutive compensationdirectorscomplianceCFOCEOsbonusesBank of America

Stephen Taub

Bank of America's agreement to pay $150 million to settle SEC charges also includes a bunch of corporate governance goodies designed to satisfy the activist shareholder set.

Matt Quinn , of course, told you all about the settlement when it broke last week. The deal stems from charges that the financial giant failed to properly disclose employee bonuses and financial losses at Merrill Lynch before shareholders approved the merger of the companies in December 2008. Bank of America also said it entered into an agreement to settle charges with the Office of the Attorney General for the State of North Carolina related to the Merrill Lynch merger.

Of course, the proposed settlement will be submitted for approval to the Honorable Jed S. Rakoff of the United States District Court for the Southern District of New York. This is the same judge who last year rejected the original $33 million settlement.

Jan 26
2010

AFSCME targets golden coffins, gross-ups

Posted by Stephen Taub in shareholdersshareholder acttivismpay for performanceexecutive payexecutive compensationdirectorscomplianceBusiness practices

Stephen Taub

One of the most influential shareholder activists has publicly identified its 2010 targets.

The American Federation of State, County and Municipal Employees, AFL-CIO (AFSCME) Employees Pension Plan said it has trained its cross-hairs on 33 companies with proposals that include old, familiar issues--creating independent board chairmen and holding a so-called Say on Pay vote. Other measures seek to end practices that surprisingly exist in the first place, especially in this new age of populism and anti wealthy people.

Jan 15
2010

Activists target pay for 2010 meetings

Posted by Stephen Taub in top executivesshareholder acttivismexecutive payexecutive compensationdirectorscompliance

Stephen Taub

Activist investors are starting to stir on the eve of the 2010 Proxy Season. And, not surprisingly, they have trained their cross-hairs on executive compensation, which has become a lightning rod for the Obama Administration.

The SEC also implemented a number of changes for this year that should result in more details and clarity in the proxy related to what exactly the top five compensated executives earned last year.

Sep 14
2009

Reading the insider-selling tea leaves

Posted by MQuinn in officersinsider sellingdirectors

MQuinn

Fortune.com reports that corporate officers and directors have been selling shares at the fastest pace in two years, just before the start of the credit crisis.

The conclusion, of course, is that insiders are signally the stock is overpriced and they should know because, well, they're insiders.

"It's not a very complicated story," Charles Biderman, who runs market research firm Trim Tabs, told Fortune. "Insiders know better than you and me. If prices are too high, they sell."

Unfortunately, things are seldom that cut and dry.

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