2024 Governance Outlook

Directors were asked to select the top five trends that they believe will have the greatest effect on
their company over the next year. Slightly more than half of respondents (50.1%) included the threat
of an economic recession among their top five trends for 2024…

ECGI Specialist Director

It is intuitive to think of board expertise as an unalloyed good. But we merge insights from interviews with nomination committee members with insights from the literature on group decision-making, to highlight …

Activist investors mount record number of attacks against companies

Companies faced a record number of attacks from activist investors in 2023 as disgruntled shareholders sought to oust directors or force the sales of businesses whose share prices had languished. There were 252 new campaigns globally, according to a report by investment bank Lazard…

On the 2024 Compensation Committee Agenda

Drawing on insights from our interactions with directors and business leaders, we highlight five issues to keep in mind as compensation committees consider and carry out their 2024 agenda…

On the 2024 Nom/Gov Committee Agenda

Drawing on insights from our latest surveys and interactions with directors and business leaders, we highlight seven issues to keep in mind as nom/gov committees consider and carry out their 2024 agendas…

In Canada, shareholders face a stacked deck when they take on company management

Public companies (in Canada)…. benefit from some key regulatory advantages, including a lack of independent vote-counting for shareholder meetings. Almost all shareholder votes are tabulated by a company’s transfer agent with direction from the chair – often a company insider – who gets to decide…

Implementation of Share Buybacks and Their Impact on Corporate Governance

In recent decades, share buybacks have emerged as a global corporate phenomenon, albeit one accompanied by escalating controversy. While companies put forth various reasons for pursuing share buybacks, it is the argument that frames them as an attractive alternative to dividends for returning…

Canadian companies diverge on diversity disclosures, with no fix in sight

Some Canadian public companies are required to follow a federal law that requires them to disclose data on how many visible minorities, Indigenous people and people with disabilities sit on their board of directors. Other companies produce diversity …

2023 Proxy Season Review: Change is Here

Engagement with institutions that use pass-through voting must start earlier to diagnose how much is passed through to clients and attempt to determine what methodology they are using. While ensuring that your company has best practices in place for governance to align support, companies need to remember that engagement …

Boards’ Dilemma: The Compounding Problem Hidden in Share Buyback Execution Products

As a capital allocation decision, share buybacks intersect all three of the main corporate finance activities of investing, financing, and dividends. Buybacks continue to be very divisive, evoking comments like “derangement syndrome” by Cliff Asness, “economic illiterates” by Warren Buffett and “paper manipulation” by Sen…