Blackhawk Network Holdings Inc. CEO Talbott Roche and executive chairman William Y. Tauscher escaped claims Monday that they dodged activist pressure by engineering an underpriced private equity buyout, although a Delaware Chancery Court judge ordered Roche to face one allegation of deficient deal disclosures...
Communication platforms like Microsoft Teams have quickly become indispensable during the pandemic. FTI Consulting technology specialists Tim Anderson and Chris Zohlen say this rapid adoption has left little room for legal and compliance considerations or governance controls and offer questions counsel should ask to prevent future headaches...
While the impacts of 2020’s seismic social and political disruptions will reverberate for some time, in what may come as surprise to some, the corporate boardroom is proving to be fertile ground for incremental social change taking permanent root...
Businesses will continue to struggle with the Covid-19 pandemic throughout 2021, in both the marketplace and the boardroom. Measures companies took in response to the crisis, such as the use of remote director meetings and virtual annual shareholder meetings, will likely remain part of the governance landscape through 2021...
Executive compensation has long been a hot-button issue for investors. Throughout 2021, the Covid-19 pandemic and the economic downturn will focus attention on the pay of executives in struggling companies...
SCWorx Corp.'s CEO and two other board members were hit with a lawsuit in Delaware Chancery Court claiming they pushed the health care supply chain company to begin marketing “completely bogus” Covid-19 rapid tests in a fraudulent bid to hype its struggling stock early in the pandemic...
Twitter Inc.‘s board agreed to add diversity to its ranks as part of a $47 million settlement for shareholder suits over allegedly inflated user metrics...
DaVita Inc. shareholders asked a federal judge in Delaware to preliminarily approve a $50 million settlement resolving their derivative suit related to a 2014 False Claims Act settlement with the Justice Department. The dialysis provider would also adopt “a broad array of industry-leading corporate governance reforms” intended to “substantially enhance the way that DaVita is governed overall” as part of the settlement, the shareholders said in the U.S. District Court for the District of Delaware...
Boardroom diversity continues to be a struggle for most public companies, but it’s not for a lack of trying...
The immediate challenge for California-based public companies to comply with the state’s mandate on corporate board diversity is the lack of regulatory guidance...
The ex-board of Redbox and Coinstar operator Outerwall Inc. doesn’t have to face claims that it rushed into a $1.6 billion take-private buyout by Apollo Global Management LLC over conflicts of interest caused by pressure from an activist investor, a Delaware judge ruled Friday...
OnDeck Capital Inc.'s board was hit with a Delaware lawsuit blasting its plans to let Enova International buy the online lender as part of a $90 million “fire sale” at “a remarkably terrible time.”...
Flagstar Bancorp’s former chief executive officer advanced claims he’s owed nearly $16 million in executive compensation and consulting fees, when a Manhattan federal judge on Friday found a factual dispute exists over whether the bank could seek regulatory approval for the payment...
... social, or corporate governance reasons. Seyfarth Shaw LLP attorneys say it could be difficult for an ERISA fiduciary to justify an investment decision ...
Investors who want better social, environmental, and governance practices in companies and believe in a strong investor voice should be concerned about the SEC’s proposed rule to amend the process for shareholder proposals to be included in a company’s proxy statement, writes Lisa Woll, CEO of US SIF. She says the rule will silence the small investor voice and is contrary to the SEC’s purpose of protecting investors...
Mattel Inc.'s board and senior leadership were hit with a Delaware lawsuit claiming they spent years hiding deadly problems with the Fisher-Price Rock ‘n Play Sleeper before finally recalling it over baby deaths they’d long known about...
Facebook Inc. Chief Executive Officer Mark Zuckerberg took the unusual step on Friday of publicly broadcasting a weekly Q&A with employees. Over a live video feed, the CEO announced a series of updates to Facebook’s policies...
Companies and their boards are largely facing reopening decisions alone, and their decisions in the coming weeks and months will be fundamental to the companies’ survival...
The challenges of Covid-19 and the senseless killings of unarmed African Americans by renegade police highlight a need for corporate America to dramatically address societal inequities while protecting business goals, says Jackson Lewis P.C.'s Weldon H. Latham, founder and chair of the firm’s corporate diversity counseling group and former adviser to President Bill Clinton and legal counsel to the Barack Obama Foundation Inclusion Council...
The pandemic-related lockdown has affected all market participants, including activist investors. According to data from the Bloomberg Terminal, two relatively new players, Bulldog Investors LLC and Bluebell Capital Partners LP, have joined perennial leader Elliott Management Corp. at the top of the list of activists by the number of campaigns conducted...
It is not unusual for a CEO to comment on the company’s current stock price. It is, however, unusual for a CEO to do so on Twitter in a series of tweets...
C-suites and boardrooms are going to look quite different as company leaders try to prioritize safety without sacrificing involvement as they resume some semblance of normal operations...
The coronavirus pandemic is negatively impacting business across the board—already struggling businesses are being pushed into insolvency and previously healthy companies are experiencing a new time of financial distress...
Corporate governance, B.C. (Before Coronavirus): A rock concert-sized crowd of shareholders packs into an arena in Omaha every year to hear from Warren Buffett (and buy discount Hanes underwear and other Berkshire Hathaway products). Corporate governance, A.D. (After Disruption): Businesses sit empty, the economy contracts, and companies must adjust the way their organizations operate, often on the fly...