As we continue to monitor developments in the unfolding 2012 proxy season, here are some key themes that have emerged thus far:
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As we continue to monitor developments in the unfolding 2012 proxy season, here are some key themes that have emerged thus far:
From the NY Times – Confronted with evidence of widespread corruption in Mexico, top Wal-Mart executives focused more on damage control than on rooting out wrongdoing, an examination by The New York Times found.
http://www.nytimes.com/2012/04/22/business/at-wal-mart-in-mexico-a-bribe-inquiry-silenced.html?_r=1
English readers (and sponsors)may be interested to know about recent seminars provided by BDTI, and those that are in the works. Briefly:
This nice piece by Nishimura & Asahi discusses the nuances of issuing stock options to employees based in Japan.
BDTI will offer its English-language director training program on Saturday, May 12. The purpose of the program will be to familiarize attendees with basic knowledge that they need to know in order to responsibly serve on, or report to, boards of Japanese companies. The course will consist of short lectures interspersed with ample time for interactive discussion and questions-and-answers about real-life situations that occur on boards in Japan, and how to handle them.
Please see more details – and apply!
Three concise and to-the-point, highly useful short videos produced by the Silicon Valley Chapter of the NACD. You can feel Silcon Valley vigor and pragmatism here.
Effective Boards (Part 1): Board Composition
Effective Boards (Part 2): Relationship with the CEO
Effective Boards (Part 3): Getting the Facts
In recent years, virtually all boards acknowledge that an annual board evaluation is required by “best practices.” How that evaluation should be done, by the board members themselves or by outside “experts” still remains an open matter. And whether these evaluations, either internal or external, are in most cases useful in improving board performance or in “weeding out” nonproductive directors, is also a matter open to debate. Which evaluation practices offer the best chance of improving board performance?
Great series of videos in which Richard Levy, chairman of Varian Medical Systems, talks about what makes an effective board with Jim Balassone, executive-in-residence at the Markkula Center for Applied Ethics at Santa Clara University.
[ Press Release ] San Francisco, Calif. (April 12, 2012) – Glass, Lewis & Co., the leading independent governance services firm, today announced the release of its new, free Issuer Engagement Portal, which will enhance communication and understanding among issuers, investors and Glass Lewis.
From Shearman & Sterling, we have received the followingdetailedmemo about disclosure issues arising from M&A transactions in the U.S.: