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Q2 2024
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Q1 2024
More Drama in the Proxy Wars
2024 Magazine
The ESG Wars Rage On!
2024
Recent Articles
HARSH CRITICISMS OF RULES FOR PROPONENTS AND CONDUCT OF Q&A AT VSMs: HOW TO AVOID BEING NAMED AND SHAMED
“Shareholders promoting both progressive and conservative agendas say companies are increasingly trying to limit their voices at annual shareholder meetings—the one day of the year when boards are required to hear from the people who own their companies,” a recent posting by a Barron’s reporter asserted. “Attempts to assert that control has become easier as more companies hold online-only annual...
Big Transfer Agent Censured/Fined For Major Internal Control Failures
We wish we could say that we were shocked to read the long list of shocking findings by the SEC against Equiniti Trust Company, formerly known as American Stock Transfer & Trust Company. But readers, we have been very regularly warning transfer agents – and issuers too – about the huge liabilities involved in the business of transferring stock – and properly issuing new shares too - since...
PCAOB Report On Auditing Deficiencies Shows “Leveling Off” … But Still Shocking Percentages Of Failed Audits.
WILL BAD AUDITOR GRADES SPILL OVER TO YOUR AGM? PREPARE NOW, WE SAY We were greatly encouraged by remarks from the recently reorganized PCAOB board leadership promising much greater scrutiny of public company auditors and a much stronger focus on the number of audit failures at the top-four U.S. firms. But the latest report, on their studies of 2022 financial statements, where a Wall Street...
How’s This For “Forced Transparency”? Citi Adds New Section To Its QRS On Reorganization Efforts – Following SEC Inquiries – And Big Fines For Failing To Make Progress On Internal Controls
Our thoughts and prayers continue to go out to Citi CEO Jane Fraser as she struggles to rein-in the wild and reckless horse that Citi had become after more than a decade of ‘deferred maintenance’ on its key operating systems and their internal controls. But OUCH! As reported by Reuters in August, after being fined $136 million by bank regulators in June for making “insufficient progress” fixing...
Perfect Timing As The “Independent Transparency Subcommittee” Announces “The 30 Most Transparent Companies In The US!”
A truly Blue-Ribbon Panel of Experts, Chaired by Broc Romanek, hits the streets just as public companies begin to jumpstart their AGM pre-planning activities and, ideally, to anticipate, and proactively address the most important issues that will be on the minds of investors. We hope these excerpts, straight from Broc’s Report (with a few suggestions at the end from the OPTIMIZER editors) will...
Stock Splits Are Back In Fashion: Three Cheers, We Say
We are huge fans of stock splits (forward splits, that is) for a lot of reasons. We realized that we last wrote about them ten years ago, when there was a sudden upsurge, much like we are seeing now – like at Nvidia (10 for 1) Walmart (3 for 1) and Chipotle with a whopping 50 for 1 - so here’s an update: At all three of the companies mentioned, the motive cited was “to make our stock more...
Top Takeaways From The 2024 “Big Meeting Season”
INVESTORS DON’T CARE ABOUT “TOO-HIGH CEO PAY” – At least as long as they themselves are in the black – witness the strong support the move to have shareholders ratify Elon Musk’s massive award of options racked up after a Delaware judge ruled it was wrongly awarded by directors basically “controlled” by him. Not much of a shock, as Elon’s huge base of “fan boys” weighed in as expected, with a...
Reader Alert: “Endemic Sloppiness” In 2024 AGM Materials
As most readers know, we think, our ‘sister company’ – CT Hagberg LLC - fields a team of 45 expert Inspectors of Election who, through July, will have served at well over 500 companies. This – plus your two editors’ own stock portfolios – causes us to monitor over 700 AGMs a year. This season, we were literally bowled over by the large number of flubs we encountered. The most common cause seems...
The Top Two VSMs – One Middlin’ One – And One “Most In Need Of Improvement” Of The 2024 VSMs We Monitored
The Top-Two 2024 VMs – A Two-Way Tie Between Citi And Verizon AT CITIGROUP – A WELL-RUN, HIGHLY ENGAGING AND INFORMATIVE EXPERIENCE…We were especially anxious to tune in the Citigroup VSM this year because we are huge fans of CEO Jane Fraser and continue to bet that at long last, this able “jockey” will be able to rein in the wild and crazy value-destroying horse that Citi has been for so long....
Drops In Retail Investor Voting Continue: A Four-Alarm Fire, We Say – Start Now On Plans To Do Better
We have been writing about the drop in retail investor voting ever since the Notice and Access model went into effect. We have no beef with the IDEA behind the “model” – which has saved literally billions of dollars for issuers – but we can see that it has become a major contributor to the now scarily low levels of proxy voting by ordinary investors, who once voted over 70% of their shares. Now,...
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