Monthly Archive:: February 2014

Dramatic Risk Factors: We Face Competition (Vol. 1)

In their SEC filings, companies are permitted to warn investors with “risk factors.” Many are boilerplate & silly. The following — “We Face Competition”

Personal Use of Corporate Jets: The Crack Cocaine of CEOs

Brief description of why personal use of corporate planes is so popular among CEOs – and why it is so controversial…

The SEC’s Disclaimer

Have you ever wondered why the SEC Staff gives a disclaimer for its speeches & presentations? There’s actually a law…

Annual Shareholder Meetings: Far-Flung Locations? Why?

Companies have discretion to set the locations of annual shareholder meetings. Why do some pick far-flung locales?

Bylaws Battle: Dissident Director Compensation

Should investors be allowed to compensate directors? Should companies be allowed to adopt bylaws that prohibit investors from paying directors?

Thanks for the Gumball Mickey – Bass Berry, Nashville

The fine lawyers at Bass Berry & Sims in Nashville pay homage to the old Hasbro TV commercial…

Shareholder Activists: How They Have Become Mainstream

Is “shareholder activism” still a dirty word? The SEC Chair says ‘no’…

Do’s & Don’ts of Public Speaking

Tips on how to become a better public speaker – and wow your audience…

Is ‘The Wolf of Wall Street’ Real? My Own Stratton Oakmont Story

Broc tells a story about Stratton Oakmont from when he worked for the SEC

What Should the Board Do? AOL’s Distressed Babies Snafu

What are the major issues that the AOL board might confront in handling CEO Armstrong’s comments about “distressed babies”?

Broadridge’s Interim Vote Tally Policies

Analysis of recent changes in Broadridge’s policies on providing early voting results for shareholder meetings, including an explanation of Broadridge’s role

Shareholder Activism: Is Herbalife the “New Normal”?

William Ackman leverages regulatory investigations to pressure Herbalife and its stock. Is this the ‘new normal’ for shareholder activists?

CEO Pay: Swiss New Laws Are Restrictive

In 2014, Swiss companies have to comply with the most restrictive laws on CEO pay in the world…

Thanks for the Gumball Mickey – Luse Gorman, Washington DC

The fine lawyers at Luse Gorman in DC pay homage to the old Hasbro TV commercial…

BlackRock: Investor Gigante

Shareholder engagement by BlackRock, the world’s largest institutional investor…

Birth of the Securities Act of 1933

How the securities laws in the US were first created…

How to Attend Conferences

Tips to maximize your conference experience…

Usable Disclosure: What Is It?

Reasons – and examples – for crafting usable proxy statements…

Say-on-Pay in 2013

How shareholder votes on CEO pay in the US fared in 2013…

DC Doings: How to Visit DC

Sights, food & bars recommended for DC