Age Limits for Directors Still Not Common in All Indices Mandatory board retirement ages for directors vary by index. As the chart below with data from the CompanyIQ® corporate governance database shows, 90% of the Dow 30 companies and 80% of S&P 100 companies had an age limit of 75 or under for their directors…
Proxy Access Varies by Index – The right of shareholders to nominate directors for election to boards, known as proxy access, varies widely across the indices. Chart 1 with data from the CompanyIQ® corporate governance database has the details for eight common indices in 2017, the latest year with full data available. On the upper…
Given the amount of expertise, judgment and skill required in hiring a new CEO — to say nothing of time — special retainers for leading a CEO search or executive transition used to be de rigueur. But no longer. A survey conducted by TheCorporateCounsel.net asking if boards had paid a special fee for serving on a CEO…
With data from the CompanyIQ® SEC EDGAR database, Egan-Jones analyzed TWDC. On March 4, 2019, The Walt Disney Company (the “Company”) and Robert A. Iger entered into an amendment to Mr. Iger’s employment agreement with the Company (the “Amendment”). The Amendment reduces by $13,500,000 the annual total compensation opportunities that the Company would have made…
Directors are paring down their board seats and opting not to stand for reelection or are alerting companies that they’ll be retiring or resigning, based on a review of recent filings. Directors at companies such as Exelon, Halliburton, Loews and J. Crew Group announced board departures this month, according to SEC filings analyzer MyLogIQ. Meanwhile, the FedEx board on Jan. 28 announced it had…
Carlyle Group LP, Overstock.com Inc. and AmTrust Financial Services Inc. are among the growing ranks of companies whose annual shareholder reports now include artificial intelligence as a risk factor. About 55 companies mentioned AI in the risk-factor section of their annual reports filed to the Securities and Exchange Commission in 2018, more than double the approximately two dozen the…
Alphabet, Facebook and Tesla are just a few of the large-cap companies with founders at the helm. And as more companies — particularly those coming from Silicon Valley — go public, boards of founder-led companies are grappling with how to balance governance best practices with the desire to build shareholder value while working with visionary, often non-traditional, leaders. According…
Caterpillar has named chief executive Jim Umpleby as chairman of the board, reversing the company’s decision to split the roles last year, reports The Wall Street Journal. Though corporate governance experts argue that oversight and decision-making is improved if the two roles are separated, this only happens at about 40% of S&P 500 companies, according to MyLogIQ. The leadership structure…
Caterpillar Inc.’s CAT 0.35% chief executive Jim Umpleby has been named chairman of the machinery giant’s board as well, cementing his leadership nearly two year into his tenure. The move reverses Caterpillar’s decision to split the CEO and chairman positions last year. Corporate governance experts say that having a separate chief executive and board leader can improve oversight and…
Hackers hack weakness. They are efficient at finding it and work relentlessly to exploit it. Now, new moves by the SEC are raising questions about whether the regulator is taking the right steps to protect America’s capital markets and investors. Warren Buffett recently declared at the 2018 Berkshire Hathaway annual meeting that cyber risk “is uncharted territory. It’s going to…
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