Resource Center

A federal jury has ordered Tesla to pay USD 137 million to a contract worker over claims of workplace racism. Plaintiff Owen Diaz accused Tesla of creating a hostile work environment and failing to address racial abuse despite repeated complaints.

At its 2021 AGM, Frasers Group shareholders approved a GBP 100 million compensation scheme for incoming CEO Michael Murray, amid backlash from independent investors. While the remuneration policy was supported by nearly 85% of votes cast, there was around 49% dissent among independent shareholders.

The U.S. Department of Justice has opened an investigation into Zoom Video Communications’ deal to buy American software company Five9, citing potential national security risks posed by foreign participation. In July, Zoom had announced an all-stock deal to acquire Five9 for USD 14.7 billion, contingent on Federal Communications Commission (“FCC”) approval.

Philip Morris International Inc (“PMI”) secured nearly 78% of UK inhaler maker Vectura’s shares through a public tender offer. These developments mark a milestone in PMI’s pursuit of Vectura, which involved a bidding war with U.S. private equity firm The Carlyle Group and backlash from health groups.

Private market investors and global non-profit organization CDP launched the Private Markets Pilot which aims to increase environmental disclosure from private companies. The CDP platform will allow investors to benchmark private companies and compare them in terms of environmental performance.

Bernard Arnault’s Financière Agache Financière Agache investment firm exits Lagardere's personal holding company. Shareholder agreements between Financière Agache and Arnaud Lagardere will be ended.

Nike’s upcoming AGM will consider shareholder proposals regarding diversity, pay equity, political spending and human rights, all of which are opposed by the board.

Kansas City Southern delayed the shareholder vote on its takeover by Canadian National Railway pending the US rail regulator’s verdict on the deal.

The Securities and Exchange Commission (“SEC”) has approved Nasdaq’s proposal to boost race and gender diversity on U.S. corporate boards.

Investors managing over USD 14 trillion of assets have released a set of expectations for companies through the Institutional Investors Group on Climate Change (“IIGCC”). These are set forth in a “position statement” calling for new corporate governance measures aimed at ensuring that companies can be held accountable for meeting their net zero emissions commitments.

Activision Blizzard Inc. faces an investor class action lawsuit alleging that it failed to disclose an investigation by the California Department of Fair Employment and Housing (“DFEH”), which ran for two years and culminated in the agency filing a separate civil suit against the company on July 20, 2021.

The Japanese Financial Services Agency released an updated Corporate Governance Code which is focused, inter alia, on board independence, diversity, and sustainability.

Prosus NV shareholders approved a voluntary share exchange offer for parent company Naspers. The deal seeks to decrease both companies’ significant NAV discount, particularly with regard to Prosus’ 28.9% stake in China’s Tencent.

The OECD will review the G20/OECD Principles of Corporate Governance aiming to adapt these “to the post-COVID-19 reality.” The organization noted that the pandemic aggravated structural weaknesses in the “corporate sector” and concluded that strengthening corporate governance should be a priority to promote economic recovery.

Sportswear retailer JD Sports Fashion’s annual general meeting concluded with the resolution to oust the remuneration committee chairman.

Toshiba’s annual general meeting concluded with the resolution to oust the board chairman and an audit committee member after an independent probe into potential vote manipulation.

The Activision Blizzard non-binding say-on-pay resolution was approved during the latest annual general meeting with only a 54% majority.

Netflix ‘s shareholders expressed discontent over the streaming giant’s governance structure and unresponsiveness towards past shareholder proposals.

The U.S. SEC will not enforce the changes to its proxy advisory regulations that it adopted in July 2020. Moreover, it will consider “further regulatory action” following a review of both these rules and related guidance documents issued in 2019.

A Dutch court has ordered Royal Dutch Shell (“Shell”) to reduce its CO2 emissions by net 45% by the end of 2030. The lawsuit was filed in April 2019 by NGO Milieudefensie and claims that Shell is “misleading the general public with regard to the (un)sustainability of its policies” and set “insufficient” climate ambitions.