Posts Tagged ‘corporate governance’

SEC Lists Rules for Review

SEC

The Securities and Exchange Commission quietly proposed Wednesday afternoon to review whether dozens of corporate governance and proxy rules should apply to small filers: everything from executive compensation disclosure, to posting proxy materials online, to shareholders’ ability to nominate board directors, and more. The timing of the notice — posted just a few hours before…

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The Many Lessons of Elon Musk

Musk

Corporate executives can learn a lot from the daring and vision of Elon Musk — just probably not in the way that Musk might prefer. His tenure at Tesla lately has become a living case study in how not to govern a large organization. That’s been the fundamental problem with Musk for quite some time:…

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Guest Column: COSO at a Tipping Point?

COSO

Nearly 30 years ago as young bank auditor, I learned about a private sector initiative known as “The Committee of Sponsoring Organizations of the Treadway Commission,” or more simply, “COSO.” It was the mid-1980s. The savings & loan crisis was raging. COSO was, and continues to be, a joint effort of five private sector organizations…

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BlackRock Pushes Culture, Policy Questions

culture

Annual meeting season gets underway soon, and that means boards of directors meeting with powerful shareholder groups. This year’s season promises to be a bit different, as those investor groups ask pointed questions to boards about corporate culture and whistleblower retaliation. Ethics and compliance officers might want to consider the role they can play here.…

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Compliance Lessons in Cardinal Governance Fight

compliance

We have an update to that corporate governance drama at Cardinal Health, where the Teamsters were trying to strip the CEO of his role as board chairman, and cited excessive pay to the company’s chief compliance officer as evidence of poor leadership. Their campaign worked. Granted, their shareholder proposal failed to win a majority at…

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Car-Crash Governance at Uber

Uber

Even before Uber’s board met this weekend to consider putting CEO Travis Kalanick on leave, this company fascinated me. It should fascinate every compliance professional, really—since Uber demonstrates so many ways that things can go wrong through inattention to governance, ethics, and compliance. A full litany of Uber’s problems is available from a New York…

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Another Governance Problem Mylan Calls Out

For corporate governance and compliance thinkers, Mylan Labs is the gift that keeps on giving. Earlier this week we looked at the compensation incentives Mylan designed for senior executives—incentives that drove them to raise the price of EpiPens to punishing levels for consumers. Let’s keep pulling on that thread. It leads to some excellent questions…

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Is This GRC in Our Future?

One of my other favorite blogs about compliance and risk management is the one maintained by ACL, a software vendor that caters to the internal audit industry. Those of you who like to ponder the future of our profession might want to read the most recent post there, “The Maturing World of GRC” by John…

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Two Reports CCOs Should Read Right Away

compliance

Sometimes useful material floods into the corporate compliance world, and this week is one of those times. We have two new documents worth your consideration: a report from the Society of Corporate Compliance and Ethics; and new guidance on measuring corporate culture from the U.K. Financial Reporting Council. Each one deserves in-depth analysis in its…

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Keeping Your Audit Committee Current on Risks

internal audit

I spent a lot of time these days reading audit committee charters, to see how boards address risk management. I’ll be giving a talk on that subject later this year at the Society of Corporate Compliance & Ethics annual conference, and what better way to prepare than to go straight to the raw material? How…

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