Tag: governance

I’ve been reading too much about some fundamentally misguided corporate governance notions from Cornell Law School professor Lynn Stout.  Maybe it’s the author of the piece trying to make something out of nothing, but the article reads as if Prof....

The industry group for public company directors, the NACD, recently announced that they’re producing a guide to compensation structures to help connect pay to performance. The purpose is apparently to guide corporate directors, in part because  directors on compensation committees...

This short summary notes that IRC Section 409Ais now effective (actually as of January 1, 2009). While there are number of well-known types of deferred compensation that are subject to 409A, there is one area where the exact application of...

Footnoted, a regular read for us, recently found some great references to intra-board conflict resolution, or the lack thereof. This memo by director Thomas Hallagan explains several of the reasons he decided to leave the board of Amerisafe at the...

This article from the 2001 Nobel laureate in economics is a concise and cogent description of the courses of action re: the bailout. We’re pleased to see that someone is talking about the need for quality due diligence and the...

We thought we’d get two short posts out together rather than torture them into longer posts. Chairman/CEO split. A Breakingviews.com piece published in the WSJ’s May 10-11 Weekend Edition described Wachovia’s recent split of the Chairman and CEO roles. Appparently,...

A few pieces are detailing Carl Icahn’s foray into Yahoo and his decision to take up the proxy fight Microsoft appears to have abandoned. This Dealbook article gets my vote today because of this quote from Icahn: It is unconscionable...

This Forbes article sets forth an interesting analysis on some factors that might impact the pricing of a Microsoft-Yahoo deal. The basic premise is that since many shareholders of one company are [likely] shareholders of the other, these cross-holdings necessarily...