Shareholder Primacy

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Caremark, Working with Broadridge

Wednesday, December 4, 2024 • Duration 34:45

Ann and Mike talk about Delaware’s Caremark doctrine, and how it might change in the future. They also look at Broadridge and how activists can work constructively with it on their projects.

Ben & Jerry’s, buying votes

Wednesday, November 20, 2024 • Duration 40:20

Ann and Mike talk about how Ben & Jerry’s got into an unusual governance relationship with its owner, Unilever, and how that relationship affects a recent lawsuit about selling ice cream in Israel. They also look at the economics and legal questions of buying and selling votes in corporate elections.

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Moelis and Delaware; advance notice bylaws

Wednesday, September 18, 2024 • Duration 31:28

Ann and Mike talk about a recent landmark case in Delaware addressing a shareholder's control over a board, what Delaware courts thought of that influence, how Delaware changed its statute to respond, and what it all says about Delaware as a corporate domicile. They also look at changes and trends in advance notice bylaws and how those trends affect activist investors.

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Updates from Tesla, and universal proxies in 2024

Wednesday, September 11, 2024 • Duration 31:35

Ann and Mike talk about the Tesla exec comp case, and how the shareholder vote to ratify Elon Musk’s pay plan might or might not change minds in Delaware. They also look at developments in the universal proxy card rule, and how it has changed proxy contests in the past two years.

You can find more about Ann and Mike, too.

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Corporate control and director say-on-pay

Wednesday, November 13, 2024 • Duration 39:42

Ann and Mike talk about what it means for a shareholder (or executive or director) to control a public company, how control works under corporate law, and ideas to improve how to control controlling shareholders. They also look at Mike’s recent proposals on binding director say-on-pay at about a dozen US public companies.

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What makes a qualified director with Matt Moscardi

Wednesday, November 6, 2024 • Duration 38:55

Mike talks with Matt Moscardi of Free Float Analytics about what shareholders should and do look for in director candidates, and how to use advanced data and modeling to identify good and bad directors.

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Corporate purpose and companies suing shareholders

Wednesday, October 30, 2024 • Duration 35:11

Ann and Mike talk about what we mean when we look at corporate purpose, and how a shareholder lawsuit at META illustrating the debate on corporate purpose met its end in Delaware. They also talk about another angle on corporate purpose and climate change, as XOM sued ESG shareholders to stop their efforts to define corporate purpose using climate change proposals.

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Advance notice bylaws with Ben Bates

Wednesday, October 23, 2024 • Duration 37:40

Mike talks with Ben Bates of Harvard Law School about his analysis of advance notice bylaws, including the enviable dataset he built, why trends in advance notice bylaws make life harder for activists, and how activists and regulators might respond.

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Climate change, and the activist battle at Pfizer

Wednesday, October 16, 2024 • Duration 37:55

We have some interesting things we can talk about regarding the SEC’s climate change rules. And, we talk about the ongoing drama between Pfizer and Starboard Value.

One person committees, and how activists think

Wednesday, October 9, 2024 • Duration 42:05

Ann and Mike talk about one-person special board of director committees, why they aren’t as odd as they sound, and why boards even need them. They also talk about how shareholders like Mike think about selecting companies for activist projects, and the process they go through to escalate a project at a portfolio company.

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Shareholder Primacy – Details, episodes & analysis

Podcast details

Recent rankings

Apple Podcasts

Spotify

Shared links between episodes and podcasts

RSS feed quality and score

Publication history

Latest published episodes

Related Shows Based on Content Similarities

Apple Podcasts

Spotify

Related Shows Based on Content Similarities

Shareholder Primacy – Details, episodes & analysis

Podcast details

Recent rankings

Apple Podcasts

Spotify

Shared links between episodes and podcasts

Other8

RSS feed quality and score

Publication history

Latest published episodes

Similar podcasts and content

Related Shows Based on Content Similarities

Apple Podcasts

Spotify

Related Shows Based on Content Similarities

Other8