If you want to improve governance at a corporation, do you need professional directors? Did SOX merely add a layer of legal obligations of board, and do little to improve the quality of those serving as directors? Robert C. Pozen makes the case in The Case for Professional Boards in the December issue of the [...]
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Facebook, Capital and Liquidity
There have been many stories written about the Goldman Sachs investment in Facebook. On one hand, there is the chatter about the investment placing the valuation at $50 billion. On the other, there hand there is the talk about how this affects a possible IPO by Facebook. There are two main reasons for an public [...]
New York Stock Exchange and Corporate Governance
Last week, the NYSE Euronext released the final report of the NYSE–sponsored Commission on Corporate Governance. The report identified 10 core governance principles. They cover the scope of the board’s authority, management’s responsibility for governance and the relationship between shareholders’ trading activities, voting decisions and governance. The Commission on Corporate Governance was established in the [...]
The Most Influential People in Corporate Governance
The National Association of Corporate Directors (NACD) publishes the Directorship 100. They surveyed 15,000 public company directors and executives to form the final 100 honorees. I was interested to see how they broke them into groups: Regulators and Rule Makers Directors CEOs Governance Policy Makers Attorneys Investors Auditors Recruiters Compensators D&O Insurers, Governance Advisors Corporate [...]
Now It’s the Law
President Obama signed the Dodd-Frank Wall Street Reform and Consumer Protection Act at the Ronald Reagan Building today. The clock starts ticking on the compliance and rule-making deadlines. “The fact is, the financial industry is central to our nation’s ability to grow, prosper, compete, and innovate. There are a lot of banks that understand and [...]
Financial Reform Passes the Senate
House Financial Services Committee Chairman Barney Frank (D-MA) issued the following statement on the passage of the Financial Stability Bill: “I congratulate Senator Dodd on an impressive act of legislative leadership, and I also congratulate Majority Leader Reid for pushing this through. The two bills are very similar, and the House is ready to go [...]
The Basics of Corporate Structure
Are you’re looking for some basic understanding of corporate organizations, sprinkled with some pro-business propaganda? I have a video for you. The Business Roundtable is an association of chief executive officers of leading U.S. companies.
Tax on Carried Interest? Maybe Not.
Tucked into the Tax Extenders Act of 2009 (H.R. 4213) was a provision targeted at partnership interests held by partners providing services. H.R. 4213 flew through the legislative process of the House of Representatives. It was introduced on December 7, 2009 and passed by the House on December 9, mostly along party lines. The Carried [...]
SEC Historical Society
The Securities and Exchange Commission Historical Society has launched a new gallery exploring the SEC during the mid to late 1970s: In the Midst of Revolution: The SEC, 1973-1981. “From 1973 to 1981, the securities industry and the SEC experienced revolutionary change that created enormous upheaval, provided new economic opportunity and made the task of [...]
Executive Compensation, Where Everyone is Above Average
It seems like executive compensation consultants come from Lake Wobegon, where “all the women are strong, all the men are good looking, and all the children are above average.” I think executives should be compensated for out-performing their peers. They shouldn’t be punished for a negative performance due to external forces if they still out-performed [...]
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