SEC Approves Rule That May Make It Easier to Remove Directors

Harvey Pitt, former U.S. Securities and Exchange Commission chairman and now chief executive officer of Kalorama Partners LLC, talks with Bloomberg's Mark Crumpton about a U.S. Securities and Exchange decision to allow investors owning 3 percent of a company to nominate directors on corporate ballots. The SEC voted 3-2 today to allow investor board candidates on the proxy statements sent to stockholders before director elections. Investors or groups that meet the ownership threshold for three years will be eligible to offer nominees. (Source: Bloomberg)

U.S. regulators will let investors owning 3 percent of a company nominate directors on corporate ballots, a step that may help shareholders oust board members accused of overpaying executives and failing to boost shares.

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Dodd-Frank's 'say on pay' could impact executive pay

One of the lesser-known elements of the sweeping Dodd-Frank Act aimed primarily at reforming the nation's banks is directing the Securities and Exchange Commission to write rules that could temper the compensation of executives across multiple industries.

At issue is a requirement in the statute that directs the SEC to give institutional investors -- starting in 2011-- a vote on the pay packages of top executives at U.S. corporations. While the vote is non-binding and corporations are not required to follow the wishes of shareholders, the provision is expected to have a transformative impact on the relationship between CEOs and institutional investors, in part, because of the embarrassment a company could experience if investors give its executive pay a strong negative vote.

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Yes, we might

Shareholder power is about to expand, will it be used?

Institutional shareholders. It's hard to think of a more powerful interest in the corporate landscape. Unfortunately, it's also hard to think of an industry more impotent when it comes to change.

But that bland bunch of sheep are about to be entrusted with even more power. The Securities and Exchange Commission voted Wednesday on a rule change that would give institutions more say in director elections and influence in the companies in which they invest.

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Effective corporate governance for SMEs

The firms face increasing fraud risks if they don't enact sound corporate governance

IN MAY this year, the Singapore Corporate Awards were given to a few outstanding companies in recognition of their effective governance practices. Given the mounting cases of corporate fraud in the last few years, such recognition could not have come at a better time.

Diagnostic tool: SMEs need to ask themselves whether a board has been set up with independent directors consisting of at least one-third of its members, whether roles, authorities and responsibilities of the board, management and employees are clearly defined and communicated, and whether a governance code of conduct is available.

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Stricter controls urged for the UN's climate body

The UN's climate science body needs stricter checks to prevent damage to the organisation's credibility, an independent review has concluded.

The Intergovernmental Panel on Climate Change (IPCC) has faced mounting pressure over errors in its last major assessment of climate science in 2007.

The review said guidelines were needed to ensure IPCC leaders were not seen as advocating specific climate policies.

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Information governance is corporate governance

Corporate governance in business today is an information-centric issue. The key to effective governance is the absolute control over all corporate information, ensuring it is securely stored and protected from unauthorised access, while also making it easily available to those with a need and a right to access it.
This information covers everything from confidential customer contact and account data, to access codes to banking accounts and strategic plans.

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SEC making access to ballot easier

Federal regulators are moving to make it easier for shareholders to nominate directors of public companies, a major change long sought by investor advocates and buttressed by the new financial overhaul law.

The action by the Securities and Exchange Commission will allow groups that own at least 3 percent of a company's stock to put their nominees for director on the annual proxy ballot sent to all shareholders. Getting their candidates on the board gives them a better shot at influencing company policy. It likely will be in place in time for next spring's corporate elections season — and observers say it may be used to target boards of some companies.

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Pesky shareholder activists gain influence

After years of battling futilely to rein in corporate boards, 'gadflies' are winning votes.

Edison International last spring allowed its shareholders for the first time to vote on the compensation of the utility giant's executives. It was a sweet victory for investor activist John Chevedden.

Working out of his Redondo Beach condo, the retired engineer had put forward a resolution calling for such "say on pay" votes at Southern California Edison's parent company.

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Research may help identify CEO lies

Jaded investors have always suspected certain CEOs provide something less than the truth, the whole truth and nothing but the truth when they pick up the phone for their quarterly conference calls with analysts and investors.

Their suspicions are only confirmed -- if they are ever confirmed -- months later when the real story finds the light of day, usually because of regulatory scrutiny or a corporate confession.

But imagine if there was a way for those listening in to predict whether a CEO or other executives on the call were lying.

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Board diversity requirements and CSA guidelines

As noted in our 8 July edition, on 30 June the ASX Corporate Governance Council released final changes to the Corporate Governance Principles and Recommendations (Recommendations) regarding, among other things, board diversity. The changes will take effect from the first financial year applicable to listed entities on or after 1 January 2011, however earlier transition is encouraged.

The Recommendations have been amended to require ASX listed entities to adopt and disclose a diversity policy which requires the board to establish measurable objectives for achieving gender diversity.

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Common Questions About GRC, and Some Answers

Earlier this summer I participated on a panel at the Institute of Internal Auditors international conference, held this year in Atlanta. The subject of the panel was governance, risk, and compliance, covering a range of matters raised by the moderator and enthusiastic participants. Compliance Week readers often have similar issues on their minds, so I’d like to share my responses to some of the questions raised. Since I don’t have notes, I’ll do my best in reconstructing my remarks.

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The Case Against Corporate Social Responsibility

The idea that companies have a duty to address social ills is not just flawed, argues Aneel Karnani. It also makes it more likely that we'll ignore the real solutions to these problems.

But the idea that companies have a responsibility to act in the public interest and will profit from doing so is fundamentally flawed.

Large companies now routinely claim that they aren't in business just for the profits, that they're also intent on serving some larger social purpose.

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Analysis Highlights New Trends in Dow 30 Governance Disclosure

The Conference Board, in collaboration with Davis Polk & Wardwell LLP, today released a series of four Director Notes to provide guidance and examples to public companies on emerging practices following the SEC enhanced disclosure reform of December 2009.
The reports, based on an analysis of the 2010 proxy statements of the 30 companies in the Dow Jones Industrial Average plus those of select financial institutions, analyze disclosure on such important corporate governance issues as the role of the board of directors in risk oversight, CEO/chairman separation and other aspects of board leadership, board diversity and director qualifications, and compensation-related risk and the independence of compensation consultants.
Research findings include:

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Australia: The ASX Corporate Governance Changes At A Glance

All listed entities must have Securities Trading Policies from 1 January 2011, and report on their gender diversity targets and progress, and the composition of their Remuneration Committee (if any) from 2011.

Are you keeping track of all the ASX's new Listing Rule and corporate governance changes? Here's our concise guide.

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Influence of mitigation policy on ocean acidification

This study quantifies the relative impact on future ocean acidification of different aspects of global climate change mitigation policies, such as the year that global emissions peak, how fast they reduce after their peak, and the long term minimum emissions that are possible. Relative to a scenario where emissions peak in 2016 and then decrease by 1% per year, further emissions reductions to 2, 3 and 4% per year lead to the same impact minimum pH (by 2100) if emissions peak 10, 15 and 17 years later respectively. Over the same time scale, non-mitigation scenarios lead to a decrease of global mean surface pH of 7.67 to 7.81. Strong and urgent mitigation, emissions peaking in 2016 and reducing by 5% per year, are shown to limit this minimum to 8.02. Minimum pH over longer timescales, the next 500 years, is largely determined by the minimum emission level that is attainable, owing to its relation with cumulative emissions.

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Deal close in Tasmania forest conflict

A DEAL is close on a roadmap to end the generation-old Tasmanian forests conflict, but not at the price of building Gunns's controversial pulp mill.

After three months of confidential talks between industry and green groups, agreement is near on a short timeline for loggers to quit the main battlegrounds fringing the Tasmanian Wilderness World Heritage Area.

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Growth undermining improved air quality

SYDNEY risks falling short of its air pollution targets for photochemical smog and ozone, as growing population and traffic congestion erodes the gains made by the switch to unleaded petrol in the 1980s.

While the city's air is usually cleaner now than it has been for more than 20 years, a new report from the NSW Department of Environment, Climate Change and Water suggests the respite could be temporary.

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Pacific Hot Spells Shifting as Predicted in Human-Heated World

Federal researchers have published work concluding that a particular variant of the periodic El Niño warmups of the tropical Pacific Ocean is becoming more frequent and stronger. The pattern appears to fit what is expected from human-driven warming of the global climate, said the researchers, Tong Lee of NASA’s Jet Propulsion Laboratory and Michael McPhaden of the Pacific Marine Environmental Laboratory, part of the National Oceanic and Atmospheric Administration.

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Solar bonus generates a mega-load of energy

THE NSW Government's solar bonus scheme, which pays householders for the electricity they generate from their rooftop panels, has proved so popular it has reached a 50-megawatt milestone 18 months before expected.

But experts have warned that it is too generous and too short-term to encourage the industry investment in solar that is vital for a renewable energy future.

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Wind Turbine Projects Run Into Resistance

The United States military has found a new menace hiding here in the vast emptiness of the Mojave Desert in California: wind turbines.

Moving turbine blades can be indistinguishable from airplanes on many radar systems, and they can even cause blackout zones in which planes disappear from radar entirely. Clusters of wind turbines, which can reach as high as 400 feet, look very similar to storm activity on weather radar, making it harder for air traffic controllers to give accurate weather information to pilots.

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Global Reputation Pulse Study 2010

The Most Reputable Companies in the World

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Increasing intensity of El Niño in the central-equatorial Pacific

Satellite observations suggest that the intensity of El Niño events in the central equatorial Pacific (CP) has almost doubled in the past three decades, with the strongest warming occurring in 2009–10. This is related to the increasing intensity as well as occurrence frequency of the so-called CP El Niño events since the 1990s. While sea surface temperature (SST) in the CP region during El Niño years has been increasing, those during neutral and La Niña years have not. Therefore, the well-documented warming trend of the warm pool in the CP region is primarily a result of more intense El Niño events rather than a general rise of background SST.

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The Burden of Thirst

Information flows to every corner of the world much like movements of the water cycle, connecting people more than ever before. But nothing separates us more than the inequality that exists in access to water. Nearly 900 million people lack access to clean water, and more than 3.3 million – most children under age five – die each year as a result. In many developing countries, the brunt of the inequality rests with women. In southwestern Ethiopia, women and young girls spend at least eight hours everyday collecting water, often from polluted or nearly dry streams. Some trips are for water used to make homemade beer for husbands. Herein is a second inequality: Men are not expected to fetch water, and women are ostracized should they try to liberate themselves from this “vicious circle of inequality.” Tina Rosenberg of National Geographic reveals the trials of collecting water in developing countries and efforts of the international community to alleviate women’s burden. – YaleGlobal

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Efforts to curb foreign bribery remain inadequate

New report shows the need to improve enforcement

The number of countries enforcing a ban on foreign bribery has shown continuous progress in the last six years, with countries representing more than half of world exports taking action, according to a new report by Transparency International (TI). However, there are still twenty countries that have taken little or no action.

TI’s report shows that 7 of the 36 countries evaluated are actively enforcing the OECD Anti-Bribery Convention to which they are party. These countries represent approximately 30 per cent of world exports. The increase from four to seven actively enforcing countries since TI’s 2009 report is a very positive development. The 2010 TI report also shows moderate enforcement in nine other countries which account for 21 per cent of exports. The 20 countries with little or no enforcement represent about 15 per cent of world exports.

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Seeing through corruption: Annual Report 2009

Corruption has no conscience. When allowed to spread, its corrosive effects destroy trust and fuel injustice, regardless of geography or sector. To counter this scourge, Transparency International (TI) works around the world fostering greater transparency and accountability in government and business, and empowering people to demand their rights. TI’s latest Annual Report provides compelling evidence of how the global anti-corruption movement is making concrete gains against corruption.

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Miden la acumulación de plástico en el Atlántico

La cantidad de plástico hallada en el Atlántico no parece haber aumentado recientemente.

Un estudió calculó la cantidad de basura plástica acumulada en una región del Océano Atlántico durante 22 años.

Investigadores estadounidenses, que publicaron los resultados de su investigación en la revista Science, indicaron que el volumen de plástico llegó a su punto máximo en los últimos años y ahora parece no estar aumentando.

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Wind Turbine Projects Run Into Resistance

The United States military has found a new menace hiding here in the vast emptiness of the Mojave Desert in California: wind turbines.

Moving turbine blades can be indistinguishable from airplanes on many radar systems, and they can even cause blackout zones in which planes disappear from radar entirely. Clusters of wind turbines, which can reach as high as 400 feet, look very similar to storm activity on weather radar, making it harder for air traffic controllers to give accurate weather information to pilots.

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Global Reputation Pulse

Access Reputation Institute knowledge with Global Reputation Pulse.

Global Reputation Pulse will give you a clear snapshot of your reputation landscape, and critical information about which factors drive reputation in your particular industry. Every year, Reputation Institute looks at how the general public rates 1,000 companies in over 20 industry categories and more than 25 countries, making Global Reputation Pulse the largest study of reputation in the world.
Reputation Institute's methodology combines rigorous academic research with a decade of experience working with some of the world's most successful organizations.

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Scientist scorns Putin's climate musings

The Russian Prime Minister, Vladimir Putin, has queried whether man is to blame for climate change on a visit to the remote Russian Arctic, only to be bluntly contradicted by a German scientist.

At a Russian-German research station at the mouth of the Lena River in the far-eastern Yakutia region on the Arctic Ocean, Mr Putin was shown ice said to be up to 3000 years old and handled bones from an extinct mammoth.

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Are iPads and Kindles better for the environment than books?

The environmental credentials of the iPad and Kindle.

E-readers are everywhere, even at my local library. But what about the trees? You told us about reading the newspaper online vs. getting the print edition, so now tell us about e-books. Does reading on my Kindle represent a win for the environment?

Environmental analysis can be an endless balancing of this versus that. Do you care more about conserving water or avoiding toxic chemical usage?

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2010 Bribery Act: A Briefing for NGOs

This briefing provides an overview of the new law, the UK Bribery Act, and its implications for NGOs, especially those operating overseas in environments where corruption risks are high.

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Green energy market 'resilient' to downturn in 2009, according to U.N.

Renewable energy investment still strong despite global recession, says U.N.
Over half of all new electricity capacity created in 2009 came from renewable sources
Wind power received record investment, with China performing strongly

The creation of new power capacity from renewable energy has exceeded new fossil fuel power generation in the United States and Europe for the second year running, according to two United Nations reports published Thursday.

Renewables accounted for over 50 percent of new capacity in the U.S. in 2009 while in Europe the figure was 60 percent, leading the U.N. to predict that the world as a whole will add more capacity to the electricity supply from renewables than non-renewables this year or by 2011.

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Zero-emissions electric car goes on trial

A zero-emissions electric car will be trialled by the state government as it considers whether to add several to its permanent fleet.

Mitsubishi's I-MiEV, the first mass-market all-electric car approved for use in Australia, is designed to be driven in the city, with a top speed of 130kmh.

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Declining trees spell gloom for planet

LESS rainfall and rising global temperatures are damaging one of the world's best guardians against climate change: trees.

A global study, published in the journal Science, shows that the amount of carbon dioxide being soaked up by the world's forests in the past decade has declined, reversing a 20-year trend.

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Put a cork in it: the environmental cost of the screw cap

In recent years the cork has been steadily usurped by cleaner, more convenient screw caps. But the environmental impact of this social shift is massive. Now the traditional cork growers are fighting back. But have they left it too late?

There is a strong Asterix vibe to the annual cork oak harvest of the Alentejo in Portugal. Deep into one of the 350 remaining cork oak forests (in my case Herdade dos Fidalgos, near Lisbon) sometime between June and August you'll suddenly come across a team of about 20 men, ranging in ages from 16 to 70, striking huge twisted trees with axes.

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Sustainable Energy Europe Campaign

ZERO Race: around the world in 80 days - 21 August 2010, Brussels

The Sustainable Energy Europe Campaign and the Brussels-Capital region invite you to the official welcome of the Zero Emissions Race in Brussels, Saturday 21st August at the Autoworld, Cinquantenaire Park.

The ZERO Race is an 80 day race around the world with 100% electric cars, running on 100% renewable energies, starting on 16 August in Geneva, Switzerland. The ZERO Race is a contemporary adventure, propelled by renewable energies, with trend-setting technology, organised by Swiss solar pioneer Louis Palmer.

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8th Annual Anti-Corruption Conference: The restless giant of anti-corruption enforcement

When: 20 Sep 2010 - 22 Sep 2010
Organiser: International Bar Association
Where: Prague, Czech Republic

This popular Public and Professional Interest division conference has become a preeminent gathering for practitioners, prosecutors, judges and experts from around the world to discuss this rapidly developing area of international and national law.

Topics include:

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The very questionable case for good corruption

François Valérian, the head of private sector programmes at Transparency International has written a post for the blog of our colleagues at the Task Force for Financial Integrity and Economic Development. Here’s what he writes:
“A Wall Street Journal article and a BBC program have recently discussed the potential merits of corruption. This seemingly provocative topic is indeed thought-provoking, but not exactly along the lines that the publishers or contributors intended.

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Solar energy brings power to rural Africa

In rural communities of Africa -- where more than 95 percent of homes have no access to electricity -- solar energy has the power to transform lives.

Globally, 1.5 billion people, one quarter of the world's population, live without electricity, according to a United Nations report.

Those who can afford any power at all spend large proportions of their income on kerosene for lamps or travel to larger towns to charge their batteries several times a week.

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Radical transparency could lay bare the eco impact of our shopping

If information on the ecological impact of a product was easy to come by, many consumers would use it as part of their buying decision, says Daniel Goleman

With climate legislation dead in Congress and the fizzled hopes for a breakthrough in Copenhagen fading into distant memory, the time seems ripe for fresh strategies — especially ones that do not depend on government action.

Here's a modest proposal: radical transparency, the laying bare of a product's ecological impacts for all to see.

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How can I find some clean air?

Let's address the air that you breathe: I'm afraid it's not good. A 2002 World Health Organisation report connected rising indoor air pollutants to serious illness including asthma, cancer and reproductive and neurological disorders. The smoking ban will have helped but indoor air is still full of volatile organic compounds (VOCs), which emanate from everything from MDF surfaces and TV screens to the sofa (they are also harboured in porous materials). In the office, wet-toner photocopiers have been shown to be a major releaser of VOCs. Move desks.

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Julia Gillard's Green path forward

JULIA Gillard has declared Labor better-placed than the Coalition to form a stable government after Saturday's election.

She believes Labor is more likely to win Greens support for its policies in the Senate.

In a dramatic sharpening of her pitch to remain in office, the Prime Minister yesterday urged the three lower house independents who will anoint the next government to consider which party would be more likely to "process the business of the Australian people" in both houses of parliament.

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What CSR and Nonprofit Leaders Are Reading - Part II

Want to know which business leader is reading Mr. Brown Can Moo, Can You? and who's reading The Iliad? See Part I. Let's see what some other leaders in business, CSR, and nonprofits have been reading this summer.

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10 Business Heroes We Can Still Look Up To

In your business classes, you probably come across some really inspirational figures, only to find out they were really corrupt or irresponsible creeps underneath it all. But don't let a few deadbeats ruin your dreams or make you feel like you're about to enter a world exclusively made up of greed and dirty tricks. Here are 10 business heroes we can still look up to...

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Paradise in the Kingdom of Plants

After I spent a month in hectic and dusty Beijing, Kunming—“the city of Eternal Spring,” the capital of Yunnan province—came as a breath of fresh air, literally and figuratively. Kunming is located in China’s most ethnically and biologically diverse region—the land of the fabled paradise Shangri-La, where magical things happen.

Part of the magic, and the reason I am here, is that Yunnan is home to more than half of China’s 30,000 plant species—almost as many as are found in the entire United States.

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Water Footprint Calculator

Know this: The average American lifestyle is kept afloat by nearly 2,000 gallons of H2O a day—twice the global average.

The bright side: By pledging to cut your water footprint, you can enter to win water-friendly prizes from Expedition Blue Planet.

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What CSR and Nonprofit Leaders Are Reading - Part I

It's always fun to find out what others are reading and peruse their book shelves. Here's a glimpse at the summer reading lists of a variety of people from business, nonprofits, and corporate social responsibility.

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World's most beautiful lakes

These 10 lakes go to all the right extremes -- highest, deepest, clearest -- and showcase nature at its most spectacular. Soak up the views from a boat, a cable car, a trailhead or a castle tower.

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Africa's Informal Economy Revealed

New book synthesizes activities of informal product designers.

Steve Daniels, the founder of A Better World By Design and co-creator of Maker Faire Rhode Island, just published a book, Making Do, based on his research on informal economies in Africa. The shocker? He just graduated from college this year and is 21 years old. Here's how one youngin' is making inroads in the humanitarian design field.

How did you become interested in innovation in Africa's informal sector?

Like many young designers, I’ve been passionate about technology to promote sustainable development. For a while I studied appropriate technology, a field that since the 1970s has sought to deliver life-saving and income-generating tools to communities throughout the developing world.

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Self-Cleaning Solar Panel Technology, Courtesy of Mars

The solar panel cleaning process isn't easy. In order to keep panels running at maximum efficiency, owners have to give arrays deep cleanings with water and soap on a regular basis. The cleaning process is difficult enough for home and business owners, but keeping desert-bound solar arrays clean is a headache of monumental proportions. But what if solar panels could clean themselves?
The same technology used to keep NASA's Mars rover robots clean could be used for self-cleaning solar panels, according to BBC News. Instead of relying on humans to scrub down panels, the self-cleaning technology uses an electrically sensitive coating to detect when dust levels are too high.

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