Proxy advisory firms have significant influence over the voting decisions of institutional investors and the governance choices of publicly traded companies. However, it is not clear that the recommendations of these firms are correct and generally lead to better outcomes for companies and their...

Institutional investors are highly dissatisfied with the quality of information that they receive about corporate governance policies and practices in the annual proxy. Across the board, they want proxies to be shorter, more concise, more candid, and less legal. The largest complaint involves...

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,...

In Closer Look, we highlight significant “holes” in our knowledge of corporate governance. These are central issues where insufficient or inadequate study has left us unable to answer basic questions, and where key assumptions relied upon by experts have not been verified or validated. While...

Americans tend to admire powerful leaders. Powerful leaders are seen as exerting influence over their organizations and shaping outcomes around them. CEO power can be exercised across a wide spectrum of decisions, including those regarding corporate strategy, operations, acquisitions,...

A director's social and professional network contributes to his or her qualifications as a board member. In recent years, much attention has been paid to the negative aspects of inter-board connections, such as the spread of bad practices and a reduction in independence.At the same time, not...

By 2007, Gretchen Morgenson, assistant editor and columnist at The New York Times, had gained significant attention from business leaders, regulators, and academics for her coverage of a wide range of financial and governance issues. Morgenson wrote the majority of her articles about corporate...

There are at least three potential ways in which a CEO divorce might impact a corporation and its shareholders. First, it might reduce the executive's control or influence over the organization. Second, it might affect his or her productivity, concentration, and energy levels. Third, it can...

In this Closer Look, we consider current trends in shareholder activism and their potential impact. We examine the introduction of universal proxies, the increase in “activism experience” among directors, and the changing strategies of activists. With the regulatory and market environments...