Author Archives: Victoria Sidoti

SEC’s SolarWinds complaint Demonstrates Regulator’s Aggressive Enforcement on Cybersecurity

By Victoria Sidoti | Published Wednesday, December 6, 2023

Introduction Recently, the Securities and Exchange Commission (“SEC”) filed a complaint in the Southern District of New York against the SolarWinds Corporation, a network and infrastructure management company, and also named the company’s Chief Information Security Officer as an individual in the action. The SEC’s complaint alleges that the defendants defrauded investors and customers through […]

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2023 Climate Disclosures in the Russell 3000 and S&P 500

By Victoria Sidoti | Published Tuesday, December 5, 2023

Climate Risk Disclosure Are on the Rise but Remain the Domain of Large Companies and Regulated Industries Climate risk disclosures increased in 2022 from the previous year, with S&P 500 companies still the most likely to disclose; specifically, 60% of companies in the Russell 3000 Index still did not report climate risk in 2022, compared […]

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Market Response to Racial Uprisings

By Victoria Sidoti | Published Tuesday, December 5, 2023

In 2020, the Black Lives Matter (BLM) movement gained significant traction in the United States following the killing of George Floyd. The movement, which resulted in the largest sustained protest in U.S. history, sparked numerous debates about the role of policing in the U.S. and how it intersects with systemic racism (New York Times, 2020).  […]

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2024 Benchmark Policy Guidelines – US

By Victoria Sidoti | Published Monday, December 4, 2023

Guidelines Introduction Summary of Changes for 2024 Glass Lewis evaluates these guidelines on an ongoing basis and formally updates them on an annual basis. This year we’ve made noteworthy revisions in the following areas, which are summarized below but discussed in greater detail in the relevant section of this document:

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Taking Personhood Seriously in Corporate Law

By Victoria Sidoti | Published Monday, December 4, 2023

The evolution of corporate law is tied to developments, or often shocks, in the broader social and legal landscape. A well-recognized example is the 1980s hostile takeover era, as summarized by Delaware Chancellor William Allen: “the secure ground upon which the accepted suppositions of corporation law had been premised[, up to the late 1970s, had […]

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When Bill Rolls Off: Continuity and Change on Corporate Boards

By Victoria Sidoti | Published Thursday, November 30, 2023

Over the last decade, there has been a major push to diversify corporate boards. For example, the proportion of women directors of firms in the S&P 500 index rose from around 10% in 2000 to over 30% in 2023. It is also well-established that larger firms have more women directors than smaller ones.We study where […]

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Ousted

By Victoria Sidoti | Published Wednesday, November 29, 2023

In an era of “founder-friendly” startup governance, dual-class stock, and technology companies dominating public markets, founder-CEOs are both admired as visionaries and feared as potential governance problems. The entrenchment of founder-CEOs’ control via dual and multi-class stock sparks concern over possible agency costs and insufficient accountability for poor performance, which leads to suspicion that these […]

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Strengthening pay practices

By Victoria Sidoti | Published Tuesday, November 28, 2023

2023 marked the first time in four years S&P 500-listed issuers awarded compensation packages based on a down market. In 2022, the S&P 500 index’s total return was -19.4% and companies generally responded as investors would expect, with average granted compensation for companies in the index decreasing to $15.7 million in 2022, down from $17.5 […]

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Law and Political Economy in China: The Role of Law in Corporate Governance and Market Growth

By Victoria Sidoti | Published Tuesday, November 28, 2023

Scholars have long regarded certain attributes of corporate governance, particularly legal protections of private ownership, as prerequisites for financial development, deep capital markets and economic growth. Yet, the development of the Chinese market challenges many of the underlying assumptions of this “law matters” thesis. For decades, China achieved substantial growth and developed markets while preserving […]

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2023 Annual ESG Preparedness Report

By Victoria Sidoti | Published Monday, November 27, 2023

1. Sustainability Governance is increasing ‘On Paper’ In 2019, just over half of the businesses had a board policy for ESG oversight. This number increased to 88% globally in 2023, and almost all US companies onboard except for five. ESG oversight is primarily measured by the presence of a board committee that addresses environmental, social, […]

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