Yesterday, Chancellor Leo E. Strine, Jr. of the Delaware Court of Chancery upheld the statutory and contractual validity of bylaws separately adopted by the boards of directors of Chevron...
Recently, in the second of the NYSE Governance and Proxy interview series, I discussed the events this season surrounding proxy disclosure, say-on-pay, activism and proxy advisory firms w...
Last week, Starboard Value, which with nearly 15% of the shares of Office Depot is the company’s largest shareholder, filed a complaint in the Delaware Court of Chancery to order the co...
Three whistleblowers were awarded a total of 15% of the money that the SEC will ultimately collect from its enforcement action against Locust Offshore Management LLC and its CEO, accordin...
Governance surveys indicate that the S&P 500 companies have largely dismantled their takeover defenses and have established so-called “good” governance practices, but that is not the ...
The Administrative Review Board of the Department of Labor concluded that Lockheed Martin had violated Section 806 of the Sarbanes-Oxley Act after an employee alleged that the company ret...
The controversy surrounding proxy advisory firms has reached Congress, as the House Capital Markets and Government Sponsored Enterprises Subcommittee held a hearing yesterday to examine t...
Commissioner Gallagher recently lamented that the SEC has played a “significant role” in the rising influence of proxy advisory firms and the increasing willingness of investors to re...
While we wait for the SEC to act on the Dodd-Frank mandate on recoupment of executive compensation, Walmart will be facing an unusual shareholder proposal on the topic this coming week.
T...
The recent PCAOB reproposed auditing standards on related parties and significant unusual transactions also include a modification to Auditing Standard No. 12, Identifying and Assessing R...
