Author Archives for Peter Gleason

NACD Insight & Analysis for December 3, 2010

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In a New York Times (Nov. 30) article published in Wednesday’s NACD Directors Daily, columnist Stephen M. Davidoff commented on the SEC’s Concept Release on the U.S. Proxy System. Davidoff highlighted how companies that are generally averse to government regulations are calling for additional rules for proxy advisory firms like Institutional Shareholder Services (ISS). These companies see a conflict of interest for proxy advisory firms that often offer both voting recommendations and advisory services. In alignment with the NACD Key Agreed Principles of independence and transparency, NACD agrees that proxy advisory firms should be subject to enhanced disclosure regulations. On... Read More


NACD Insight & Analysis for September 17, 2010

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Recently, interim CEOs have found themselves in the media spotlight. This week, the Fortune magazine article “Should CEO be a Team Job?” notes that interim CEOs could be found at companies such as Borders, Sara Lee, and GM, while the boards searched for appropriate replacements. Though an interim CEO may be part of an “emergency” succession plan, boards must prepare to fill leadership roles when needed. Three to five years before a CEO transition is expected, the board should begin to develop long-term succession plans. According to the 2010 NACD Public Company Governance Survey (available Oct. 2010), most boards have... Read More


NACD Insight & Analysis for September 10, 2010

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As noted this week in national news headlines, the SEC has seen an uptick in fraud tips since the passing of the Dodd-Frank financial legislation. Previously, informants were rewarded with a maximum of 10 percent of sanctions. The new financial laws, however, raise this potential bounty to as much as 30 percent of the penalties paid to the SEC. The article notes that the new whistleblower reward program has the potential to create inefficiencies by inciting employees to report fraud directly to the government, rather than using the established channels within the organization. To establish a healthy and productive corporate... Read More