Investor Forum - a secret Society?

Reading the the Investor Forum intervened in the Barclays - Branson battle I tried to find a copy of its letter on the website - but no luck. So one has to ask with what authority the IF takes sides, and why is it not willing to share its opinions or insights with the wider public.
(30-April-2019)
City Forum intervenes in Barclays Battle

Blackrock's Larry Fink - confused or mischievous?

Interesting comment about Larry Fink's sudden commitment to better governance. Problem is, with his compensation he is sitting in the proverbial glasshouse. And in addition, as Alex Brummer correctly pointed out, Blackrock's governance policies are nebulous. No good hiring more and more governance 'experts' when they are left without clear guidelines. And the poor end investor (in most cases shielded from having any input into said guidelines by being only indirectly invested - via fiduciaries in pension funds, private banks or assorted platforms) is left standing in front of a closed 'governance universe' where self-appointed guardians of his interest are mostly talking to themselves.
The other interpretation of the half-hearted approach to governance would be that it is just another tool in the marketing arsenal of investment managers - grown out of necessity in order to follow the 'Zeitgeist' dominated by unaccountable pressure groups or lobbies.
(19-Jan-2019)
Larry Fink at Blackrock: Talk the walk, but need to walk the talk 

Yesterday I cam across another comment on Fink's letter - what do you think?
Naked Capitalism 

2017: A wasted Year in Corporate Governance

When stories such as these feature prominently in the very first days of the New Year one can only despair about the ineffectiveness of the Corporate Governance Crowd - be it in the Media, Academia, Politics or the Investment Community.
The CEO of Intel clears out most of his share holdings when supposedly he should already be aware of a security flaw in his flagship product.
Some (and I guess a large percentage) of British CEO's earn more in three days than the average worker.
Call it lack of moral fibre, lack of shame, failure of Capitalism or whatever, I go for the collective abrogation of responsibility by our fiduciaries in the Investment Industry, including useless free-riders in the so-called 'consulting world'.
Will 2018 be any better? I would not bet on it - but in the UK at least the wolf is at the door. Apres nous le deluge? seems to be the motto for many.

Mutual Funds Have Power to Increase Corp Transparency

As Pro Gov never tires to say - the largest 20-30 Investment Fiduciaries have it in their hand to control, change and supervise Corporate Governance in all Listed Companies. Their stakes allow them to assert de-facto control of all shareholder votes. Even the ever-growing 'Private' Equity industry is only private in name only as nearly all their money is provided by ordinary savers.
Mutual Fund Companies Have Significant Power to Increase Corporate Transparency

CEO's manipulate Politics to feather their nest

No surprise, the greedy clique populating the C-Suite in major corporations is abusing access to top-level politicians to feather their nest. But it would be so easy to neutralize this: CEO's are a tiny minority, just the 1000 top execs are facing tens of millions of ordinary workers and savers. So why can exec pay grow to ever more absurd levels? A major factor is the lack of voice that the many have with respect to their financial assets. While they provide the chips for the financial casino their 'fiduciaries' are either inept, don't care or are in cahoots with the CEO's they are investing the funds of their clients in. That the same CEO's are in charge of the companies that provide a major part of their assets under management (pension funds) aggravates the situation. So what is the solution? Political intervention? Or giving the real end investor a deciding voice with respect to how fiduciaries exercise their proxy votes on their behalf?
As C.E.O. Pay Packages Grow, Top Executives Have the President’s Ear

Big Investors rubberstamp Dubious Corporate Practices

As I never get tired of arguing, poor corporate governance is mainly due to the failure of the largest 20-30 investors to act as responsible owners. No need for zillions of smaller fund managers and private banks to get involved!
Fair Game: Dubious Corporate Practices Get a Rubber Stamp from Big Investors

Council of Institutional Investors comment on Say on Pay
Is the CII speaking for corporate Management or defending the interests of the REAL owners of the businesses the CII claims to represent?
(25 Sept 2016)

Aberdeen's Martin Gilbert: Regenerating Capitalism

When a senior manager writes about the subject of Capitalism I am always curious: is it a serious effort to show the way towards a solution or is it a disguised form of corporate advertising?
Sadly this article belongs to the second category as the piece is completely devoid of any specific suggestions. Apart from that one would also need a clear definition of what is supposed to be wrong with present day Capitalism.
 Martin Gilbert: regenerating capitalism for the benefit of all (Aberdeen Press and Journal)
(16 August 2016)

Red Line Voting - good idea but...

The initiative from the Association of Member Nominated Trustees is a step in the right direction. But what is really needed is a way to give the real end investors, the pension fund beneficiaries, the investors in mutual funds or the clients of Private Banks a say in all votes that are held in the corporate world. Only if a conduit for them is designed will there be meaningful change in matters or corporate goverancne, ethical and social responsible investment. While it will not be possible for all individuals to vote on each and every issue and for every company whose shares are held (directly or indirectly) the solution could be to extend the role of proxy agencies. The investors should be able to select an Agency of his choice (similar to voting for a political party or politician). Agencies would be required to clearly state their voting policies and strictly adhere to them.
Red Line Voting
(11 August 2016)

Weasel Words on Executive Pay

'Concern', 'Dissent' and 'Rebellion' are coming up again and again with respect to Exec Pay, but they are weasel words used by the media and commentators, where is the BEEF? There is no clear approach to the problem, neither what level the pay should be, the way it should be decided and how any reforms should be implemented. The usual refrain that soandso company has decided to engage with shareholders says it all. The shareholders OWN the company, it is not the other way round! And who are the shareholders? they are NEVER asked as it is only the Fund Managers, i.e. Fiduciaries, who are in cosy chats with management without asking for ANY input from end investors!
(10 May 2016)

Blackrock: Governance just PR?

Actions speak louder than words. That is something that Blackrock's CEO, Larry Fink, should keep in mind when he pontificates about Corporate Governance.
BlackRock Wields Its Big Stick Like a Wet Noodle on C.E.O. Pay (New York Times)
(16 March 2016)

Citigroup Bonus Cap fails to sway Executive Pay Critics

While I applaud that some observers are rattling the cage in the C-Suite I am afraid the result will at best be an adjustment of some decimals behind the comma. 20 or 22 or 18 million, or whatever the number the CEO and his cronies in the Board decide to be 'fair' compensation to show up at the office, it is a number that is decided in a circular fashion - CEO 'invites' board members, board members 'reward' their buddy and hey presto we are all in this together.
The basic deficiency in Executive Compensation - and more importantly CEO pay - is the fact that the fiduciaries who are now supposed to represent the end investor (be they direct or indirect share owners) are just not doing their job, partly because they are in the same boat - be it as recipients of similar pay packages or because they try to get investment mandates from the pension funds the companies they invest are managing.
Only a dismantling of this nexus will lead to lower Executive Pay. As I suggested before, if just the pay of the CEO is controlled the rest of the executive pyramid will adjust accordingly. CEO pay ( and the 'incentive schemes' which have demonstrably be found to be useless) should always be voted on before it is set for each year (during the Annual Shareholder Meeting). All votes by fiduciaries should be based on proxies received not from some proxy agency that makes up its mind divorced from the desires of the end investor but from real people that are the ultimate owners of public companies.
(9 April 2016)

What is Inside Information?

A prominent Fund Manager was recently quoted as saying that he has the mobile phone numbers of most of the CEO's and CFO's his fund is invested in.
I seems strange that the question of inside information has not yet received more scrutiny by regulators as well as the media and industry representatives.
One has to assume that any conversation would lead to at least SOME bit of new information about the business progress these companies are experiencing. This information is by definition not available to the rest of the shareholders, large ones as well as individuals. So it is clear that this state of affairs makes a mockery of the idea of a level-playing field for all investors. Oddly enough fund managers seem to boast of - and expect - access to senior managers. And one has to assume that they are not just discussing the weekend's sportive events.
Even more astounding is the long-established practice that so-called 'sell-side' firms, aka as stock brokers, are the self-appointed gatekeepers and allocate access to company managements to their favoured stock broking clients thus introducing another murky element into the situation.
(1 April 2016)

Premier Foods told Nissin of US Interest

Strange things happen in Corporateland. It will be interesting to see what regulators have to say about this situation. Was Nissin an Insider after being told of potential bid interest? I guess if Joe Blogs would have been told by his girlfriend in the mailroom at Premier before quickly buying some shares the regs would have come down on him like a ton of bricks. So come on chaps at the FCA and/or PRA (wherever you hang your hats in the revolving regulatory circus) and shed some light on this. And the concerned 'fiduciaries' in the investment management firms should have a word to say as well, not least about the off-board transaction when a 'Private' Equity firm (handling the money of the wider public but keeping a hefty share for itself) got a sweet deal selling a stake to Nissin.
(30 March 2016)

CEO Pay - another Black Eye for sleepy Governance Crowd

Sotheyby's CEO Got $20 Million Pay Package in First Year at the Helm (Bloomberg)
And what should be even more infuriating - total earnings were just $46 Million!
(27 March 2016)

Anger at £60 Mio Sorrell Bonus Deal

Report that PIRC's head of governance and financial analysis criticised the £60 Mio. compensation package for WPP's Martin Sorrell can only be welcomed. But it leaves the wider question why the fiduciaries in the asset management industry cannot be more effective in reigning in the pay for top executives. Apart from the question whether or not such incentive schemes are really required to obtain top performance from executives - it also leaves the wider question of morality that both sides of the deal have to answer for.
(16 March 2016)

ABP to introduce 'Carbon Budget'

Does it really make sense to introduce 'Carbon Budgets' as a constraint on the mandates for Asset Managers? First of all, the calculation of carbon usage for all investment options is expensive and it is also more than likely to be imprecise or liable to be gamed. And why not a Carbon budget for fixed income investments (even more complicated and expensive, how much Carbon usage to you allocate to a bond?), and before we forget, I hope there will be Carbon budget for 'Private' Equity and Hedge Funds? And last not least, don't forget the HFT firms. And what about Bank lending?
Nevermind that there is a simple solution at hand (Tax Carbon if you are hell-bent on limiting its use). Why not act according to the principle, what is good for the Consultants MUST be good for the Consumer (here in the shape of hapless end investors in Mutual and Pension Funds, Private Banks and Insurance Companies).
And while we are on the subject of Climate Hysteria, has any political or business 'leder' ever received a democratic mandate for imposing ever-more 'green' taxes, costs and regulations on the citizen/consumer/investor anywhere in the world?
(7 December 2015)

Investors let down on Executive Pay Excess

I guess the 'fiduciaries' who look after the interests of the real owners are sleeping at the watch when it comes to executive compensation. PRO GOVERNANCE suggests for a long time that 'incentive' packages should not be handed out on a discriminatory basis, i.e. only to a few people at the top of the organisation. While basic salary can be set at any level (only AFTER the shareholders have had a say, with decision being binding) all perks (bonus, share options, incentive schemes, pensions, health insurance, perks) should be given to all staff members (relative to the basic compensation).

Institutions not vigorous defending investor's interests

The Top 20-30 Investment Institutions worldwide have a de-facto control over nearly all listed companies. If they complain about poor governance practices they only have to blame themselves. While cooperating on business decisions would compromise their decisions and make them insiders they could and should agree on core principles. These could cover executive compensation and closer scrutiny of mergers for a start. Complaining about poorly thought-out Mega Mergers lacks credibility and can only be seen as hand-wringing if not followed up by concrete proposals. Why not start with the muted takeover of BG by Royal Dutch Shell? Prohibit any merger 'agreement' unless shareholders have had a proper say, ban all 'Break fees'! To prevent large holders from squeezing out small shareholders there should be a two-step vote, one where each holder is capped out at a 1% share of the overall vote.
(30 August 2015) 

Exec Comp: nice try but no solutions!

The suggestions that CEO's and other members of the gilded C-suite should be paid with corporate bonds instead of share options or on the basis of some convoluted performance metric are non-starters. The hold that senior executives and their acolytes in academia and the media - not even mentioning mindless holders of their company's shares among the non-fiduciaries in the world of institutional money management or Private Banking - is just too strong. The only way they can be brought to heel is with a simple and fair solution as advocated by Pro Governance, i.e. no special deals (perks, pensions, 'incentive' schemes etc) for the anointed and self-governed few but a simple pay and bonus scheme that treats ALL EMPLOYEES on the same basis. In addition shareholders should have a BINDING vote on compensation for the CEO before it is agreed.
The real problem with CEO Pay (Bloomberg View)
(7 August 2015)