Proposals and pressures associated with payment of a “living wage” to employees may present themselves on the boardroom agenda much sooner than corporate leaders expect...
AgTech companies face an exciting opportunity to play a large role in achieving sustainability and promoting ESG...
The board of directors is the nucleus of internal corporate governance. The internationally predominant board model, as known from the US or the UK, reveals a one-tier structure...
Fast-growing startups are often building the plane while flying it, but the most successful ones are those that are genuinely focused on delivering value to all of their key stakeholders...
An entire executive unit operating at an enterprise level — this is a dream solution many CEOs crave. In fact, it continually ranks near the top of wish lists when we ask CEOs to envision what’s next for their business to thrive...
As far as society is concerned—as far as a company’s customers, employees, and even investors are concerned—how a company behaves in the world is now as important as what it sells or produces...
Unsurprisingly, Chevron is not the only company agitating to display its newly found environmental, social, and corporate governance (ESG) ...
Fenwick has released its updated study about gender diversity on boards and executive management teams of the technology and life science companies included in the Silicon Valley 150 Index and very large public companies included in the Standard & Poor’s 100 Index...
A change in the way asset managers define overboarding may deter activists from nominating their own employees to company boards, according to a client memo from law firm Olshan Frome Wolosky...
GameStop Corp. (NYSE: GME) takes the next step in its transformation as a company with a plan to nominate a new slate of individuals for its board of directors, including a new board chair who has been a vocal activist investor...
Can fiduciaries of Delaware corporations breach their duties and face damages for a merger that provides stockholders with the equivalent of fair value in a judicial appraisal? The answer, which may surprise some, is yes...
Black business leaders' efforts to stop voter suppression in the wake of Georgia's recently enacted voting bill illustrate the vanishing separation between protest and politics in America today. They also embody the work of Georgia's most famous civil rights activist, Dr. Martin Luther King Jr. Over 70 Black executives , led by former American Express CEO Ken Chenault, signed a letter released at the end of March that pressed corporate America to take a stand on voting rights, one of the central moral and political issues in the United States today. "The new law and those like it are ...
In December 2020, Nasdaq asked the Securities and Exchange Commission (SEC) to approve new diversity rules. The aim is for Nasdaq-listed firms to have at least one director self-identifying as female and another self-identifying as an underrepresented minority or LGBTQ+. To avoid forced delisting, a firm must “diversify or explain”: either have two such diverse directors, or say why it does not. Nasdaq also wants firms to disclose every director’s self-identified race, gender, and LGBTQ+ status...
Climate change is frequently front and center in the conversation about environmental, social, and governance (ESG) concerns. However, social issues are becoming increasingly prominent...
Last June, as the nation convulsed with protests against racial inequality and the police killings of George Floyd, Breonna Taylor, and too many others, Nike was in the same predicament as much of corporate America—pledging to help rectify society’s mistreatment and exclusion of Black people, while simultaneously being called out for its own failings on that front...
Public expectation that prominent companies respond to key social justice concerns may be the new “cost of doing business” for such noteworthy businesses...
In connection with U.S. initial public offerings (IPOs), underwriters usually trade in the issuer’s stock for their own principal accounts, including by short selling the issuer’s stock and by exercising a green shoe option...
This spring marks the 20th anniversary of the beginning of the dramatic and cataclysmic demise of Enron Corp. A scandal of exceptional scope and impact...
Shareholder activism has proved to be a permanent part of the global capital markets. In 2009, activist hedge funds had approximately $39b in assets under management. Today, that number is closer to $130b...
Even just a year later, it may be difficult to remember the uncertainty and confusion of the early months of the coronavirus pandemic. Corporate boards soon realized that the crisis was far more extensive than the 2008-2009 downturn...
Although an audit firm might not be the first place you'd look for advice on board behavioral psychology, here's an exception: a really interesting article from PwC about board dynamics and psychological biases that can impede boards from optimal performance and decision-making...
Environmental, social and corporate governance (ESG) – like climate change and environmental justice – has been a hot topic of discussion in the early days of the Biden administration...
Intangible assets—patents, brands, client relationships, skilled workers and organizational processes—generate most corporate growth and represent 90% of the market value of the S&P500...
Jesse Fried is the Dane Professor of Law at the Harvard Law School. He and Lucian Bebchuk wrote the book, Pay without Performance: the Unfulfilled Promise of Executive Compensation, a critical assessment of corporate governance and executive compensation. A few days ago, he posted a paper that challenges what many, including Nasdaq, regard as an incontrovertible fact - board diversity improves financial performance...