In the run-up to Facebook’s IPO, Matt Orsagh, CFA, examines some of the shareowner rights challenges Facebook investors would face. Read more
About Matt Orsagh, CFA, CIPM
Author Archives: Matt Orsagh, CFA, CIPM
32 posts
Investor Ire over Executive Pay Rises
The say-on-pay vote has proven an elegant compromise addressing the issue of investor frustration over executive pay plans that don’t appear to hold executives accountable for long-term performance. Read more
Chesapeake Energy: Investors Fume over Pattern of Poor Corporate Governance
From potential conflicts of interests to a secret hedge fund, more investor concerns are coming to light at Chesapeake Energy. Matt Orsagh, CFA, CIPM, examines this pattern of poor corporate governance practices. Read more
Corporate Governance Update: Complaints Against Deutsche, Olympus; H-P Embraces Proxy Access
Updating the Olympus scandal and Canada’s national securities regulation issue, minority shareholder rights trouble in Brazil, and Hewlett-Packard’s planned vote on proxy access. It’s time to span the corporate governance globe to review important developments from the month of April. Read more
Shareowners and Citigroup Differ on Cost of Retaining Vikram Pandit
Following shareholders’ rebuff Citigroup’s play plan, Matt Orsagh, CFA, looks at what the Wall Street bank could have done differently. Read more
Corporate Governance Update: Goldman Gives in, Say-on-Pay Fever Spreads, and JOBS Act Leaves Investors Cold
From the JOBS Act and Goldman’s change in board structure to short-termism and “say-on-pay” developments, the U.K. and U.S. dominated corporate governance headlines in the month of March. Read more
Corporate Governance Update: Apple and Olympus Make News
Updating the Olympus scandal, surprising news from Apple, and tough new regulations in Australia: A look at corporate governance news from around the globe. Read more
Best in Class in Proxy Disclosure: Prudential Financial
With proxy season just around the corner, Matt Orsagh, CFA, CIPM, takes a look at what makes Prudential Financial’s proxy statement a shining beacon of good corporate disclosure. Read more
New York Stock Exchange Quietly Concedes More Power to Investors
A landmark event in U.S. corporate governance may have slipped under the radar earlier this year. Matt Orsagh takes a look at NYSE Rule 452. Read more
Second Year of U.S. “Say on Pay”: Is It Working Better than Expected?
As the 2012 proxy season gets underway, we’re already seeing signs that some companies learned from their poor Say-on-Pay showings in 2011. Read more
Corporate Governance Update: BlackRock, Western Union, Olympus Kick off 2012 with a Bang
Matt Orsagh, CFA, CIPM, gives you a sneak peek at the corporate governance issues to watch in 2012. Read more
Book Review: Fixing the Game: What Capitalism Can Learn from the NFL
In his book, “Fixing the Game,” Roger Martin claims that American CEOs managing for the the stock market is akin to NFL coaches and quarterbacks judging their success based on beating the point spread instead of actual wins and losses. Read more
GE and KPMG: Too Close for Investor Comfort, but Not for SEC?
Shareholder concerns about a too-cozy relationship between GE and it’s longtime auditor, KPMG, earns a finger wag from the SEC but not much else. Read more
Excess Cash on the Balance Sheet? Globally, Investors Trust Corporations to Keep It, with a Few Exceptions
In a recent survey, CFA Institute asked our members what companies should do with excess cash held on their corporate balance sheets. We asked if they preferred that corporations retain their cash to make investments or self-fund corporate activities, or return the cash to shareowners through an increase in dividends, a special dividend, or a share buyback. We offered a noncommittal other option for the indecisive. The answers were illuminating, pointing to economic and perhaps cultural differences among respondents in markets around the world. Read more
Global Corporate Governance: What Happened in 2011 and What to Expect in 2012
We don’t wish to play favorites here, so we won’t look at any single corporate governance development as more important than another. So let’s review alphabetically, by country:
New Year’s Resolution: Better CEO Compensation Disclosure in 2012
Last week GovernanceMetrics International (GMI) published its 2011 CEO Pay Survey highlighting changes in compensation levels for CEOs of U.S. companies in 2010. In the days following the survey’s release it was hard to avoid headlines decrying high CEO pay … Read more
Vote Early, Vote Often: Mark Your Ballot for the Worst in Disclosure for 2011
One of the joys of the year end is sifting through the interminable “best of/ worst of” wrap-ups found in seemingly every print or web publication. Whether you love or loathe this end-of-year tradition, we have a treat for you. Mosey … Read more
Corporate Governance Update November 2011: Canada Sets High Bar. Australia Throws First Strikes.
Europe — Corporate Governance Changes in the Midst of the Sovereign Debt Crisis Given the trajectory of headlines around the European financial crisis, by the time you read this post, the EU may not exist as an economic union. But … Read more
Corporate Governance in Japan — Plenty of Room for Improvement
Every year there are a few stories in the world of corporate governance that make investors shake their heads and say, “What was the board thinking?” The recent headlines involving Olympus in Japan may give the News Corp. phone-hacking scandal … Read more
Weigh in on Proxy Voting Policies — Time Is Running out
Anyone who pays attention to corporate proxy season each year — and maybe even reads a proxy statement or two — knows the role advisory firms play in influencing the final vote in many corporate proxies. These proxy advisory firms … Read more
Short Selling Bans — or When Political Expediency Trumps Reason
Earlier this month France, Spain, Italy, and Belgium placed temporary bans on short selling of some financial stocks in an effort to stabilize markets. Greece and Turkey had already placed similar short-selling limitations on some financial shares. Last week, Spain and … Read more
Will “Say on Pay” Go Global, or Has It Already?
Much of the focus in this year’s global proxy season has been on the advisory vote on pay —more colloquially known as “say on pay” — in the United States. With thousands of companies facing a vote on executive pay … Read more
An Arms Race We Should Welcome: The Race for Higher Corporate Governance Standards
Is the race for higher corporate governance standards heating up? On 3 June the Singapore Exchange (SGX) proposed new listing rules that would improve the corporate governance of companies listed in Singapore. The proposed changes would require all primary-listed companies … Read more
Quantitative Analysis Takes on Short-termism — and Offers Some Solutions
In 2006, CFA Institute teamed with the Business Roundtable Institute for Corporate Ethics to explore the issue of short-termism in our capital markets. The resulting paper, Breaking the Short-term Cycle, evolved out of a series of symposia held during 2005 … Read more
Incorporating Environmental, Social, and Governance (ESG) Analysis into the Investment Process
While the core of a CFA Program Candidate Body of Knowledge remains stable from year to year, over time candidates and members will discern incremental change. The evolution of the global investment industry is inevitable, and the body of knowledge … Read more
Say on Pay 2011 Update: 20 Negative Votes and Counting
I’m a bad gambler. Soon after a mandatory vote on “say on pay” became the law of the land last year, I made a friendly wager with a colleague in the corporate governance world about how many U.S. companies would … Read more
All Regulation Is Local
The late former U.S. Speaker of the House Tip O’Neill coined the popular slogan “all politics is local” to emphasize that a politician’s success is tied to the ability to understand and address the issues most important to their constituents. … Read more
Financial Crisis Fallout: How Much Longer?
In a recent global survey, CFA Institute members were asked to reflect on the following statement: The current global credit crisis has severely impacted market trust and confidence. Approximately how long do you believe the impact of the credit crisis … Read more
Derivatives Dithering Drives Dilemma
In the just released CFA Institute Financial Market Integrity Outlook Survey (PDF), derivatives reigned supreme as the No. 1 global concern for financial markets. CFA Institute members in eight of the 16 largest markets surveyed indicated that use and disclosure … Read more
Early Returns from “Say on Pay”
The philosophy behind the creation of the CFA Institute CD&A Template (PDF) was simple: a succinct, plain-English summary of a company’s executive compensation practices to give shareowners all the information they need to make an informed decision on executive compensation … Read more
Thanks to CFA Institute “CD&A Template,” Compensation Discussion and Analysis No Longer a Sleep Aid
Having trouble sleeping? Here’s a surefire cure: Crack open your average compensation discussion and analysis (CD&A) section from any U.S. company’s 2010 proxy statement, and begin trudging through the obtuse legalese that describes how that company decided to pay its … Read more
With “Say on Pay” Imminent, Issuers Need Better Communication, Investors Better Guidance
According to a recent Towers Watson survey of 135 U.S. publicly traded companies, 51 percent expect to hold annual “say-on-pay” votes, while 39 percent prefer a vote every three years and 10 percent anticipate biennial votes. Interestingly, nearly half of … Read more