By David F. Larcker, Brian Tayan
Core Concepts Series. Corporate Governance Research Initiative, June 2019
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide will take an in-depth look at Shareholders and Activism.
By David F. Larcker, Brian Tayan, Core Concepts Series. Corporate Governance Research Initiative, September
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide takes an in-depth look at CEO compensation.
By David F. Larcker, Brian Tayan,
Core Concepts Series. Corporate Governance Research Initiative, September 2018
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide takes an in-depth look at CEO succession planning.
The Small Business Innovation Research (SBIR) program has been one of the more successful government programs in history. Qualifying small businesses with innovative, yet risky ideas may get funding to commercialize those concepts and take them to market. This presentation provides an overview and discusses some of the key features of the SBIR program.
By David F. Larcker, Brian Tayan, Core Concepts Series. Corporate Governance Research Initiative, September 2018
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide will take an in-depth look at Board of Directors.
By David F. Larcker, and Brian Tayan Core Concepts June 2017, Stanford Graduate School of Business and The Rock Center for Corporate Governance at Stanford University
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide takes an in-depth look at CEO succession planning.
By David F. Larcker, Brian Tayan
Core Concepts Series. Corporate Governance Research Initiative,
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide takes an in-depth look at the Principles of Corporate Governance.
Board of Directors: A Guide to Understanding Concepts of Corporate Governance, By David F. Larcker, Brian Tayan
Core Concepts Series. Corporate Governance Research Initiative, August 2016
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide will take an in-depth look at Board of Directors.
By David F. Larcker, Brian Tayan, Core Concepts Series. Corporate Governance Research Initiative, September
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide takes an in-depth look at CEO compensation.
By David F. Larcker, Brian Tayan,
Core Concepts Series. Corporate Governance Research Initiative, September 2018
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide takes an in-depth look at CEO succession planning.
The Small Business Innovation Research (SBIR) program has been one of the more successful government programs in history. Qualifying small businesses with innovative, yet risky ideas may get funding to commercialize those concepts and take them to market. This presentation provides an overview and discusses some of the key features of the SBIR program.
By David F. Larcker, Brian Tayan, Core Concepts Series. Corporate Governance Research Initiative, September 2018
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide will take an in-depth look at Board of Directors.
By David F. Larcker, and Brian Tayan Core Concepts June 2017, Stanford Graduate School of Business and The Rock Center for Corporate Governance at Stanford University
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide takes an in-depth look at CEO succession planning.
By David F. Larcker, Brian Tayan
Core Concepts Series. Corporate Governance Research Initiative,
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide takes an in-depth look at the Principles of Corporate Governance.
Board of Directors: A Guide to Understanding Concepts of Corporate Governance, By David F. Larcker, Brian Tayan
Core Concepts Series. Corporate Governance Research Initiative, August 2016
A roadmap to understanding the fundamental concepts of corporate governance based on theory, empirical research, and data. This guide will take an in-depth look at Board of Directors.
The NIRI Chicago 2019 investor relations workshop focused on the forces shaping the future of IR, exploring economic forecasting, investor activism, ESG issue, corporate access, and more.
Understanding How Venture Capital Works | Kirsten Leute and John Lee | Lunch ...UCICove
About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/
On average, over 50% of projects will fail as businesses are unable to sense and respond to the project risks and challenges for superior implementation causing a massive capital leakage across all industries. The tracking of performance and accountability provides a means for
IT governance process and policy control, with no financial functions capturing the activity-based costing expenditures that account for the millions of dollars wasted on failed projects annually.
Vancouver executive briefing seminar by csr training instituteWayne Dunn
Dramatically increasing social demands are a fact of life for business today. They represent difficult challenges and exciting opportunities for industry, government, multi-lateral organizations and NGO and development leaders.
This one day event (June 24 in Vancouver) will include lectures, panel discussions and group work/case studies and role playing scenarios.
Participants will leave with more comprehensive understandings, including especially of the perspectives of other stakeholders, and an enhanced ability to lead and manage in the rapidly evolving space where business, community and government meet.
To keep updated on postings and events go to www.csrtraininginstitute.com and sign up for the newsletter. If interested the CSR Knowledge Centre http://bit.ly/CSRknowledge contains a series of short, pragmatic articles on CSR Strategy, Management and related areas.
Today, while boards are under more scrutiny for risky decisions and questionable behavior, innovative approaches to governance are creating an entirely new set of best practices.
Here, we share research, insights, and recommendations for building more effective boards.
Developing High Performance Team - the Missing Secret SauceRoshan Thiran
There is much work that has been done on high performance teams. At the recent Malaysia HR network, Roshan shared this presentation that building high performance teams requires efforts in driving business model, leadership, culture and also structure/processes. And he deep dives into a process that has long been disregarded by HR - employer branding. For more info on the Leaderonomics process of building high performance teams, email info@leaderonomics.com
Presentation by the Institute for the Built Environment at Colorado State University.
GBCIs recently acquired Global Real Estate Sustainability Benchmark is industry-driven organization committed to assessing the sustainability performance of real estate portfolios around the globe. While LEED is the measure of an assets performance, GRESB is the measure of a real estate company/portfolios performance. GRESB is a response to large investors who continue to call for more robust sustainability analytics, a desire founded in research that continues to tie sustainability to higher returns and performance. Explore the aspects of GRESB reporting and the relevancy to those in property management, development, design, construction, and investment.
Blueocean IIR webinar - Superior Insights Through Information Integration: De...Course5i
Research departments are being hit with copious amounts of data every day - from primary market research, syndicated data, transactional data, social media, etc. Synthesizing knowledge from the information river has become an necessity; a searchable repository and basic meta analysis is just not good enough.
Using real case studies, Kumar Mehta, CEO at blueocean market intelligence, revealed how to apply a holistic 360 approach to produce better insights and achieve greater business impact.
Authored by: David F. Larcker, Bradford Lynch, Brian Tayan, and Daniel J. Taylor, June 29, 2020
Investors rely on corporate disclosure to make informed decisions about the value of companies they invest in. The COVID-19 pandemic provides a unique opportunity to examine disclosure practices of companies relative to peers in real time about a somewhat unprecedented shock that impacted practically every publicly listed company in the U.S. We examine how companies respond to such a situation, the choices they make, and how disclosure varies across industries and companies.
We ask:
• What motivates some companies to be forthcoming about what they are experiencing, while others remain silent?
• Do differences in disclosure reflect different degrees of certitude about how the virus would impact businesses, or differences in management perception of its obligations to shareholders?
• What insights will companies learn to prepare for future outlier events?
Authored by: avid F. Larcker, Brian Tayan, CGRI Research Spotlight Series. Corporate Governance Research Initiative (CGRI), April 2020
This Research Spotlight provides a summary of the academic literature on board composition, quality, and turnover. It reviews the evidence of:
The appointment of outside CEOs as directors
The importance of industry expertise to performance
The relation between director skills and performance
The stock market reaction to director resignations
Whether directors are penalized for poor oversight
This Research Spotlight expands upon issues introduced in the Quick Guide Board of Directors: Selection, Compensation, and Removal.
The NIRI Chicago 2019 investor relations workshop focused on the forces shaping the future of IR, exploring economic forecasting, investor activism, ESG issue, corporate access, and more.
Understanding How Venture Capital Works | Kirsten Leute and John Lee | Lunch ...UCICove
About UCI Applied Innovation:
UCI Applied Innovation is a dynamic, innovative central platform for the UCI campus, entrepreneurs, inventors, the business community and investors to collaborate and move UCI research from lab to market.
About the Cove @ UCI:
To accelerate collaboration by better connecting innovation partners in Orange County, UCI Applied Innovation created the Cove, a physical, state-of-the-art hub for entrepreneurs to gather and navigate the resources available both on and off campus. The Cove is headquarters for UCI Applied Innovation, as well as houses several ecosystem partners including incubators, accelerators, angel investors, venture capitalists, mentors and legal experts.
Follow us on social media:
Facebook: @UCICove
Twitter: @UCICove
Instagram: @UCICove
LinkedIn: @UCIAppliedInnovation
For more information:
cove@uci.edu
http://innovation.uci.edu/
On average, over 50% of projects will fail as businesses are unable to sense and respond to the project risks and challenges for superior implementation causing a massive capital leakage across all industries. The tracking of performance and accountability provides a means for
IT governance process and policy control, with no financial functions capturing the activity-based costing expenditures that account for the millions of dollars wasted on failed projects annually.
Vancouver executive briefing seminar by csr training instituteWayne Dunn
Dramatically increasing social demands are a fact of life for business today. They represent difficult challenges and exciting opportunities for industry, government, multi-lateral organizations and NGO and development leaders.
This one day event (June 24 in Vancouver) will include lectures, panel discussions and group work/case studies and role playing scenarios.
Participants will leave with more comprehensive understandings, including especially of the perspectives of other stakeholders, and an enhanced ability to lead and manage in the rapidly evolving space where business, community and government meet.
To keep updated on postings and events go to www.csrtraininginstitute.com and sign up for the newsletter. If interested the CSR Knowledge Centre http://bit.ly/CSRknowledge contains a series of short, pragmatic articles on CSR Strategy, Management and related areas.
Today, while boards are under more scrutiny for risky decisions and questionable behavior, innovative approaches to governance are creating an entirely new set of best practices.
Here, we share research, insights, and recommendations for building more effective boards.
Developing High Performance Team - the Missing Secret SauceRoshan Thiran
There is much work that has been done on high performance teams. At the recent Malaysia HR network, Roshan shared this presentation that building high performance teams requires efforts in driving business model, leadership, culture and also structure/processes. And he deep dives into a process that has long been disregarded by HR - employer branding. For more info on the Leaderonomics process of building high performance teams, email info@leaderonomics.com
Presentation by the Institute for the Built Environment at Colorado State University.
GBCIs recently acquired Global Real Estate Sustainability Benchmark is industry-driven organization committed to assessing the sustainability performance of real estate portfolios around the globe. While LEED is the measure of an assets performance, GRESB is the measure of a real estate company/portfolios performance. GRESB is a response to large investors who continue to call for more robust sustainability analytics, a desire founded in research that continues to tie sustainability to higher returns and performance. Explore the aspects of GRESB reporting and the relevancy to those in property management, development, design, construction, and investment.
Blueocean IIR webinar - Superior Insights Through Information Integration: De...Course5i
Research departments are being hit with copious amounts of data every day - from primary market research, syndicated data, transactional data, social media, etc. Synthesizing knowledge from the information river has become an necessity; a searchable repository and basic meta analysis is just not good enough.
Using real case studies, Kumar Mehta, CEO at blueocean market intelligence, revealed how to apply a holistic 360 approach to produce better insights and achieve greater business impact.
Authored by: David F. Larcker, Bradford Lynch, Brian Tayan, and Daniel J. Taylor, June 29, 2020
Investors rely on corporate disclosure to make informed decisions about the value of companies they invest in. The COVID-19 pandemic provides a unique opportunity to examine disclosure practices of companies relative to peers in real time about a somewhat unprecedented shock that impacted practically every publicly listed company in the U.S. We examine how companies respond to such a situation, the choices they make, and how disclosure varies across industries and companies.
We ask:
• What motivates some companies to be forthcoming about what they are experiencing, while others remain silent?
• Do differences in disclosure reflect different degrees of certitude about how the virus would impact businesses, or differences in management perception of its obligations to shareholders?
• What insights will companies learn to prepare for future outlier events?
Authored by: avid F. Larcker, Brian Tayan, CGRI Research Spotlight Series. Corporate Governance Research Initiative (CGRI), April 2020
This Research Spotlight provides a summary of the academic literature on board composition, quality, and turnover. It reviews the evidence of:
The appointment of outside CEOs as directors
The importance of industry expertise to performance
The relation between director skills and performance
The stock market reaction to director resignations
Whether directors are penalized for poor oversight
This Research Spotlight expands upon issues introduced in the Quick Guide Board of Directors: Selection, Compensation, and Removal.
David F. Larcker and Brian Tayan, April 21, 2020, Stanford Closer Look Series
Little is known about the process by which pre-IPO companies select independent, outside board members—directors unaffiliated with the company or its investors. Private companies are not required to disclose their selection criteria or process, and are not required to satisfy the regulatory requirements for board members set out by public listing exchanges. In this Closer Look, we look at when, why, and how private companies add their first independent, outside director to the board.
We ask:
• Why do pre-IPO companies rely on very different criteria and processes to recruit outside directors than public companies do?
• What does this teach us about governance quality?
• How important are industry knowledge and managerial experience to board oversight?
• How important are independence and monitoring?
• Does a tradeoff exist between engagement and fit on the one hand and independence on the other?
Authored by David F. Larcker and Brian Tayan, April 1, 2020, Stanford Closer Look Series
We examine the size, structure, and demographic makeup of the C-suite (the CEO and the direct reports to the CEO) in each of the Fortune 100 companies as of February 2020. We find that women (and, to a lesser extent, racially diverse executives) are underrepresented in C-suite positions that directly feed into future CEO and board roles. What accounts for this distribution?
By John D. Kepler, David F. Larcker, Brian Tayan, and Daniel J. Taylor, January 28, 2020
Corporate executives receive a considerable portion of their compensation in the form of equity and, from time to time, sell a portion of their holdings in the open market. Executives nearly always have access to nonpublic information about the company, and routinely have an information advantage over public shareholders. Federal securities laws prohibit executives from trading on material nonpublic information about their company, and companies develop an Insider Trading Policy (ITP) to ensure executives comply with applicable rules. In this Closer Look we examine the potential shortcomings of existing governance practices as illustrated by four examples that suggest significant room for improvement.
We ask:
• Should an ITP go beyond legal requirements to minimize the risk of negative public perception from trades that might otherwise appear suspicious?
• Why don’t all companies make the terms of their ITP public?
• Why don’t more companies require the strictest standards, such as pre-approval by the general counsel and mandatory use of 10b5-1 plans?
• Does the board review trades by insiders on a regular basis? What conversation, if any, takes place between executives and the board around large, single-event sales?
Short summary
We identify potential shortcomings in existing governance practices around the approval of executive equity sales. Why don’t more companies require stricter standards to lessen suspicion around insider equity sales activity? Do boards review trades by insiders on a regular basis?
Authors: David F. Larcker and Brian Tayan, Stanford Closer Look Series, November 25, 2019
Among the controversies in corporate governance, perhaps none is more heated or widely debated across society than that of CEO pay. The views that American citizens have on CEO pay is centrally important because public opinion influences political decisions that shape tax, economic, and regulatory policy, and ultimately determine the standard of living of average Americans. This Closer Look reviews survey data of the American public to understand their views on compensation. We ask:
• How can society’s understanding of pay and value creation be improved and the controversy over CEO pay resolved?
• How should the level of CEO pay rise with complexity and profitability, particularly among America’s largest corporations?
• Should pay be reformed in the boardroom, or should high pay be addressed solely through the tax code?
• Are negative views of CEO pay driven by broad skepticism and lack of esteem for CEOs? Or do high pay levels themselves contribute to low regard for CEOs?
By David F. Larcker and Brian Tayan
CGRI Survey Series. Corporate Governance Research Initiative, Stanford Rock Center for Corporate Governance, November 2019.
In fall 2019, the Rock Center for Corporate Governance at Stanford University conducted a nationwide survey of In October 2019, the Rock Center for Corporate Governance at Stanford University conducted a nationwide survey of 3,062 individuals—representative by age, race, political affiliation, household income, and state residence—to understand the American population’s views on current and proposed tax policies.
Key findings include:
--Tax rates for high-income earners are about right
--Majority favor a wealth tax … but not if it harms the economy
--Americans do not want to set limits on personal wealth
--Americans do not believe in a right to universal basic income
--Trust in the ability of the U.S. government to spend tax dollars effectively is low
--Americans believe in higher taxes for corporations who pay their CEO large dollar amounts
--Little appetite exists to break up “big tech”
By David F. Larcker, Brian Tayan, Dottie Schindlinger and Anne Kors, CGRI Survey Series. Corporate Governance Research Initiative, Stanford Rock Center for Corporate Governance and the Diligent Institute, November 2019
New research from the Rock Center for Corporate Governance at Stanford University and the Diligent Institute finds that corporate directors are not as shareholder-centric as commonly believed and that companies do not put the needs of shareholders significantly above the needs of their employees or society at large. Instead, directors pay considerable attention to important stakeholders—particularly their workforce—and take the interests of these groups into account as part of their long-term business planning.
• While directors are largely satisfied with their ESG-related efforts, they do not believe the outside world understands or appreciates the work they do.
• Directors recognize that tensions exist between shareholder and stakeholder interests. That said,
most believe their companies successfully balance this tension.
• In general, directors reject the view that their companies have a short-term investment horizon in
running their businesses.
In the summer of 2019, the Diligent Institute and the Rock Center for Corporate Governance at Stanford University surveyed nearly 200 directors of public and private corporations globally to better understand how they balance shareholder and stakeholder needs.
by David F. Larcker and Brian Tayan, Stanford Closer Look Series, October 7, 2019
A reliable system of corporate governance is considered to be an important requirement for the long-term success of a company. Unfortunately, after decades of research, we still do not have a clear understanding of the factors that make a governance system effective. Our understanding of governance suffers from 1) a tendency to overgeneralize across companies and 2) a tendency to refer to central concepts without first defining them. In this Closer Look, we examine four central concepts that are widely discussed but poorly understood.
We ask:
• Would the caliber of discussion improve, and consensus on solutions be realized, if the debate on corporate governance were less loosey-goosey?
• Why can we still not answer the question of what makes good governance?
• How can our understanding of board quality improve without betraying the confidential information that a board discusses?
• Why is it difficult to answer the question of how much a CEO should be paid?
• Are U.S. executives really short-term oriented in managing their companies?
David F. Larcker, Brian Tayan, Vinay Trivedi, and Owen Wurzbacher, Stanford Closer Look Series, July 2, 2019
Currently, there is much debate about the role that non-investor stakeholder interests play in the governance of public companies. Critics argue that greater attention should be paid to the interest of stakeholders and that by investing in initiatives and programs to promote their interests, companies will create long-term value that is greater, more sustainable, and more equitably shared among investors and society. However, advocacy for a more stakeholder-centric governance model is based on assumptions about managerial behavior that are relatively untested. In this Closer Look, we examine survey data of the CEOs and CFOs of companies in the S&P 1500 Index to understand the extent to which they incorporate stakeholder needs into the business planning and long-term strategy, and their view of the costs and benefits of ESG-related programs.
We ask:
• What are the real costs and benefits of ESG?
• How do companies signal to constituents that they take ESG activities seriously?
• How accurate are the ratings of third-party providers that rate companies on ESG factors?
• Do boards understand the short- and long-term impact of ESG activities?
• Do boards believe this investment is beneficial for the company?
By David F. Larcker, Brian Tayan, Vinay Trivedi and Owen Wurzbacher, CGRI Survey Series. Corporate Governance Research Initiative, Stanford Rock Center for Corporate Governance, July 2019
In spring 2019, the Rock Center for Corporate Governance at Stanford University surveyed 209 CEOs and CFOs of companies included in the S&P 1500 Index to understand the role that stakeholder interests play in long-term corporate planning.
Key Findings
• CEOs Are Divided On Whether Stakeholder Initiatives Are A Cost or Benefit to the Company
• Companies Tout Their Efforts But Believe the Public Doesn’t Understand Them
• Blackrock Advocates … But Has Little Impact
By Brandon Boze, Margarita Krivitski, David F. Larcker, Brian Tayan, and Eva Zlotnicka
Stanford Closer Look Series
May 23, 2019
Recently, there has been debate among corporate managers, board of directors, and institutional investors around how best to incorporate ESG (environmental, social, and governance) factors into strategic and investment decision-making processes. In this Closer Look, we examine a framework informed by the experience of ValueAct Capital and include case examples.
We ask:
• What is the investment horizon prevalent among most companies today?
• Do companies miss long-term opportunities because of a focus on short-term costs?
• How many companies have an opportunity to profitably invest in ESG solutions?
• What factors determine whether a company can profitably invest in ESG solutions?
• Can investors earn competitive risk-adjusted returns through ESG investments?
• If so, how widespread is this opportunity?
This Research Spotlight provides a summary of the academic literature on environmental, social, and governance (ESG) activities including:
• The relation between ESG activities and firm value
• The impact of environmental and social engagements on firm performance
• The market reaction to ESG events
• The relation between ESG and agency problems
• The performance of socially responsible investment (SRI) funds
This Research Spotlight expands upon issues introduced in the Quick Guide “Investors and Activism”.
This Research Spotlight provides a summary of the academic literature on how dual-class share structures influence firm value and corporate governance quality. It reviews the evidence of:
• The relation between dual-class shares and governance quality
• The relation between dual-class shares and tax avoidance
• The relation between dual-class shares and firm value and performance
This Research Spotlight expands upon issues introduced in the Quick Guide “The Market for Corporate Control.”
By Courtney Hamilton, David F. Larcker, Stephen A. Miles, and Brian Tayan, Stanford Closer Look Series, February 15, 2019
Two decades ago, McKinsey advanced the idea that large U.S. companies are engaged in a “war for talent” and that to remain competitive they need to make a strategic effort to attract, retain, and develop the highest-performing executives. To understand the contribution of the human resources department to company strategy, we surveyed 85 CEOs and chief human resources officers at Fortune 1000 companies. In this Closer Look, we examine what these senior executives say about the contribution of HR to the strategic efforts and financial performance of their companies.
We ask:
• What role does HR play in the development of corporate strategy?
• Does HR have an equal voice or is it junior to other members of the senior management team?
• Do boards see HR and human capital as critical to corporate performance?
• How do boards ascertain whether management has the right HR strategy?
• How adept are companies at using data from HR systems to learn what programs work and why?
By David F. Larcker and Brian Tayan, Stanford Closer Look Series, December 3, 2018
Companies are required to have a reliable system of corporate governance in place at the time of IPO in order to protect the interests of public company investors and stakeholders. Yet, relatively little is known about the process by which they implement one. This Closer Look, based on detailed data from a sample of pre-IPO companies, examines the process by which companies go from essentially having no governance in place at the time of their founding to the fully established systems of governance required of public companies by the Securities and Exchange Commission. We examine the vastly different choices that companies make in deciding when and how to implement these standards.
We ask:
• What factors do CEOs and founders take into account in determining how to implement governance systems?
• Should regulators allow companies greater flexibility to tailor their governance systems to their specific needs?
• Which elements of governance add to business performance and which are done only for regulatory purposes?
• How much value does good governance add to a company’s overall valuation?
• When should small or medium sized companies that intend to remain private implement a governance system?
By David F. Larcker, Brian Tayan, CGRI Survey Series. Corporate Governance Research Initiative, Stanford Rock Center for Corporate Governance, November 2018
In summer and fall 2018, the Rock Center for Corporate Governance at Stanford University surveyed 53 founders and CEOs of 47 companies that completed an Initial Public Offering in the U.S. between 2010 and 2018 to understand how corporate governance practices evolve from startup through IPO.
David F. Larcker, Stephen A. Miles, Brian Tayan, and Kim Wright-Violich
Stanford Closer Look Series, November 8, 2018
CEO activism—the practice of CEOs taking public positions on environmental, social, and political issues not directly related to their business—has become a hotly debated topic in corporate governance. To better understand the implications of CEO activism, we examine its prevalence, the range of advocacy positions taken by CEOs, and the public’s reaction to activism.
We ask:
• How widespread is CEO activism?
• How well do boards understand the advocacy positions of their CEOs?
• Are boards involved in decisions to take public stances on controversial issues, or do they leave these to the discretion of the CEO?
• How should boards measure the costs and benefits of CEO activism?
• How accurately can internal and external constituents distinguish between positions taken proactively and reactively by a CEO?
By David F. Larcker, Brian Tayan, CGRI Survey Series. Corporate Governance Research Initiative, Stanford Rock Center for Corporate Governance, October 2018
In summer and fall 2018, the Rock Center for Corporate Governance at Stanford University conducted a nationwide survey of 3,544 individuals — representative by gender, race, age, household income, and state residence — to understand how the American public views CEOs who take public positions on environmental, social, and political issues.
“We find that the public is highly divided about CEOs who take vocal positions on social, environmental, or political issues,” says Professor David F. Larcker, Stanford Graduate School of Business. “While some applaud CEOs who speak up, others strongly disapprove. The divergence in opinions is striking. CEOs who take public positions on specific issues might build loyalty with their employees or customers, but these same positions can inadvertently alienate important segments of those populations. The cost of CEO activism might be higher than many CEOs, companies, or boards realize.”
“Hot-button issues are hot for a reason,” adds Brian Tayan, researcher at Stanford Graduate School of Business. “Interestingly, people are much more likely to think of products they have stopped using than products they have started using because of a position the CEO took on a public issue. When consumers don’t like what they hear, they react the best way they know how to: by closing their wallets.”
By David F. Larcker, Brian Tayan, CGRI Quick Guide Series. Corporate Governance Research Initiative, September 2018
This guide provides data and statistics on the attributes of the CEOs and CEO succession events at publicly traded companies in the United States. This data supplements the issues introduced in the Quick Guide “CEO Succession Planning.”
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Affordable Stationery Printing Services in Jaipur | Navpack n PrintNavpack & Print
Looking for professional printing services in Jaipur? Navpack n Print offers high-quality and affordable stationery printing for all your business needs. Stand out with custom stationery designs and fast turnaround times. Contact us today for a quote!
Discover the innovative and creative projects that highlight my journey throu...dylandmeas
Discover the innovative and creative projects that highlight my journey through Full Sail University. Below, you’ll find a collection of my work showcasing my skills and expertise in digital marketing, event planning, and media production.
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⭐ 𝐅𝐞𝐚𝐭𝐮𝐫𝐞𝐝 𝐩𝐫𝐨𝐣𝐞𝐜𝐭𝐬:
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"𝐄𝐯𝐞𝐫𝐲 𝐞𝐯𝐞𝐧𝐭 𝐢𝐬 𝐚 𝐬𝐭𝐨𝐫𝐲, 𝐚 𝐬𝐩𝐞𝐜𝐢𝐚𝐥 𝐣𝐨𝐮𝐫𝐧𝐞𝐲. 𝐖𝐞 𝐚𝐥𝐰𝐚𝐲𝐬 𝐛𝐞𝐥𝐢𝐞𝐯𝐞 𝐭𝐡𝐚𝐭 𝐬𝐡𝐨𝐫𝐭𝐥𝐲 𝐲𝐨𝐮 𝐰𝐢𝐥𝐥 𝐛𝐞 𝐚 𝐩𝐚𝐫𝐭 𝐨𝐟 𝐨𝐮𝐫 𝐬𝐭𝐨𝐫𝐢𝐞𝐬."
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Kseniya Leshchenko: Shared development support service model as the way to make small projects with small budgets profitable for the company (UA)
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Memorandum Of Association Constitution of Company.pptseri bangash
www.seribangash.com
A Memorandum of Association (MOA) is a legal document that outlines the fundamental principles and objectives upon which a company operates. It serves as the company's charter or constitution and defines the scope of its activities. Here's a detailed note on the MOA:
Contents of Memorandum of Association:
Name Clause: This clause states the name of the company, which should end with words like "Limited" or "Ltd." for a public limited company and "Private Limited" or "Pvt. Ltd." for a private limited company.
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Registered Office Clause: It specifies the location where the company's registered office is situated. This office is where all official communications and notices are sent.
Objective Clause: This clause delineates the main objectives for which the company is formed. It's important to define these objectives clearly, as the company cannot undertake activities beyond those mentioned in this clause.
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Liability Clause: It outlines the extent of liability of the company's members. In the case of companies limited by shares, the liability of members is limited to the amount unpaid on their shares. For companies limited by guarantee, members' liability is limited to the amount they undertake to contribute if the company is wound up.
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Capital Clause: This clause specifies the authorized capital of the company, i.e., the maximum amount of share capital the company is authorized to issue. It also mentions the division of this capital into shares and their respective nominal value.
Association Clause: It simply states that the subscribers wish to form a company and agree to become members of it, in accordance with the terms of the MOA.
Importance of Memorandum of Association:
Legal Requirement: The MOA is a legal requirement for the formation of a company. It must be filed with the Registrar of Companies during the incorporation process.
Constitutional Document: It serves as the company's constitutional document, defining its scope, powers, and limitations.
Protection of Members: It protects the interests of the company's members by clearly defining the objectives and limiting their liability.
External Communication: It provides clarity to external parties, such as investors, creditors, and regulatory authorities, regarding the company's objectives and powers.
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Binding Authority: The company and its members are bound by the provisions of the MOA. Any action taken beyond its scope may be considered ultra vires (beyond the powers) of the company and therefore void.
Amendment of MOA:
While the MOA lays down the company's fundamental principles, it is not entirely immutable. It can be amended, but only under specific circumstances and in compliance with legal procedures. Amendments typically require shareholder
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Implicitly or explicitly all competing businesses employ a strategy to select a mix
of marketing resources. Formulating such competitive strategies fundamentally
involves recognizing relationships between elements of the marketing mix (e.g.,
price and product quality), as well as assessing competitive and market conditions
(i.e., industry structure in the language of economics).
Putting the SPARK into Virtual Training.pptxCynthia Clay
This 60-minute webinar, sponsored by Adobe, was delivered for the Training Mag Network. It explored the five elements of SPARK: Storytelling, Purpose, Action, Relationships, and Kudos. Knowing how to tell a well-structured story is key to building long-term memory. Stating a clear purpose that doesn't take away from the discovery learning process is critical. Ensuring that people move from theory to practical application is imperative. Creating strong social learning is the key to commitment and engagement. Validating and affirming participants' comments is the way to create a positive learning environment.
Falcon stands out as a top-tier P2P Invoice Discounting platform in India, bridging esteemed blue-chip companies and eager investors. Our goal is to transform the investment landscape in India by establishing a comprehensive destination for borrowers and investors with diverse profiles and needs, all while minimizing risk. What sets Falcon apart is the elimination of intermediaries such as commercial banks and depository institutions, allowing investors to enjoy higher yields.
2. gsb.stanford.edu/cgri
LEARN
EXPLORE FUNDAMENTAL IDEAS
• Investors & Activism
• The Market for Corporate Control
DISCUSS
TAKE A TARGETED LOOK AT SPECIFIC ISSUES
• The Double-Edged Sword of CEO Activism
• The Big Thumb on the Scale: An Overview of the
Proxy Advisory Industry
APPLY
APPLY RESEARCH FINDINGS THROUGH
Key Statistics
• Shareholders Corporate Control Data
Research Summaries
• Shareholder Activism
• Environmental, Social, and Governance (ESG) Activities
• Proxy Advisors
• Dual-Class Shares
• Staggered Boards
• Golden Parachutes
SHAREHOLDERS ACTIVISM
3. gsb.stanford.edu/cgri
APPLY (CONTINUED)
APPLY RESEARCH FINDINGS THROUGH
Survey Data
• The Evolution of Corporate Governance:
2018 Study of Inception to IPO
• 2018 CEO Activism Survey
• 2015 Investor Survey: Deconstructing Proxy
Statements — What Matters to Investors
• 2014 Study on How Investment Horizon and
Expectations of Shareholder Base Impact Corporate
Decision-Making
SHAREHOLDERS ACTIVISM
4. gsb.stanford.edu/cgri
SUPPLEMENTAL READINGS
THE BUSINESS CASE FOR ESG INVESTING
SCALING UP:
The Implementation of Corporate Governance in Pre-IPO Companies
CASHING IT IN:
Private-Company Exchanges and Employee Stock Sales Prior to IPO
THE IDEAL PROXY STATEMENT
DOES THE COMPOSITION OF A COMPANY’S SHAREHOLDER BASE RE-
ALLY MATTER?
SNEAK PREVIEW:
How ISS Dictates Equity Plan Design
AND THEN A MIRACLE HAPPENS!:
How Do Proxy Advisory Firms Develop Their
Voting Recommendations?
DO ISS VOTING RECOMMENDATIONS CREATE
SHAREHOLDER VALUE?
INSTITUTIONAL SHAREHOLDER SERVICES:
The Uninvited Guest at the Equity Table
SHAREHOLDERS ACTIVISM
5. gsb.stanford.edu/cgri
ABOUT US
The Corporate Governance Research Initiative is a Stanford Graduate
School of Business faculty research program that explores the practice
of corporate governance in order to advance intellectual understanding
of this critical area of business management. Our goal is to encourage
academics and professionals to bridge the gap between theory and
practice.
CONNECT WITH US
Email: mgutman@stanford.edu
See all research: gsb.stanford.edu/cgri
Sign up for the newsletter: corpgovemail.com
Follow us on Twitter: @stanfordcorpgov
Join us on LinkedIn
FACULTY DIRECTOR
DAVID F. LARCKER
James Irvin Miller Professor of Accounting
Stanford Graduate School of Business
Director, Corporate Governance
Research Initiative
Senior Faculty, Arthur and Toni Rembe
Rock Center for Corporate Governance,
Stanford University
BRIAN TAYAN, MBA ‘03
Researcher, Corporate Governance
Research Initiative, Stanford Graduate
School of Business
Arthur and Toni Rembe Rock Center
for Corporate Governance,
Stanford University
MICHELLE E. GUTMAN
Researcher, Corporate Governance
Research Initiative, Stanford
Graduate School of Business
Arthur and Toni Rembe Rock Center
for Corporate Governance,
Stanford University
THE TEAM
SHAREHOLDERS ACTIVISM