Siebel Makes Overtures to Shareholders

Under attack by shareholders for its corporate governance policies and its management decisions in general, Siebel Systems Inc. took a few major steps in advance of today’s annual meeting.In a regulatory filing, the software giant announced that the company will institute its first quarterly divi...

By Stephen Taub • June 8, 2005

Hedge Fund Activism Gains Momentum

Relational Investors LLC is the latest hedge fund to turn up the heat on a company to force changes in board makeup, corporate governance policies, or overall operations.Earlier this week, Relational, the largest shareholder of Sovereign Bancorp Inc., threatened to remove most of the bank’s direc...

By Stephen Taub • May 27, 2005

Explore the Trendline➔

Tax policy shifts: What CFOs need to know to stay ahead

Discover how evolving tax policies are creating new opportunities and challenges for CFOs.

By CFO.com staff

Swartz Defense Rests

The defense has rested in the case against former Tyco International chief financial officer Mark Swartz.Swartz, who testified for the past eight days, continues to insist that he is innocent of charges that he looted the conglomerate of hundreds of millions of dollars, along with former chief ex...

By Stephen Taub • May 18, 2005

Icahn Slate Wins Blockbuster Vote

After winning his proxy fight with Blockbuster Inc., Carl Icahn is extending an olive branch, after a fashion, to chief executive officer and now former chairman John Antioco.Although results won’t be official for several days, Icahn and two fellow dissidents, Edward Bleier and Strauss Zelnick, w...

By Stephen Taub • May 12, 2005

Four Silicon Image Directors Resign

On Sunday, officials at Sunnyvale (Calif.) -based Silicon Image Inc. announced that four board members, including the chairman, resigned. Three of them reportedly quit in a dispute linked to company founder David Lee.Christopher Paisley, chairman of the board and member of the audit, compensation...

By Stephen Taub • April 26, 2005

Two Pension Funds Target 16 Companies

The Employees Pension Plan for the American Federation of State, County, and Municipal Employees announced that during upcoming annual shareholder meetings, it will withhold votes from certain directors at 11 companies. Those directors have supported excessive executive pay that did not match com...

By Stephen Taub • April 25, 2005

ISS Opposes Buffett for Coke Board

Institutional Shareholder Services is recommending that Coca-Cola Co. shareholders vote against the election of Warren Buffett to the board of directors because his business ties pose a conflict of interest, according to Bloomberg.The legendary investor, who has served on the Coca-Cola’s board si...

By Stephen Taub • April 6, 2005

WorldCom Director’s Settlement Back On

To settle a lawsuit related to the sale of WorldCom Inc. bonds, eleven onetime directors of the company now known as MCI Inc. have once again agreed to pay out of their own pockets.The new deal — which is subject to a judge’s approval this week — was announced late last week by New York State com...

By Stephen Taub • March 21, 2005

Sarbox Costs, Board Independence Rise

The nation’s largest companies have found that Sarbanes-Oxley compliance costs have surged in the past year, according to a new survey from the Business Roundtable.Of the 106 member companies that responded to the survey, 47 percent said they are spending more than $10 million to document their i...

By Stephen Taub • March 18, 2005

Calpers Rethinks an Activist Policy

The California Public Employees’ Retirement System (Calpers) announced plans to scale back one of its most aggressive activist policies.Calpers stated that it will adopt the auditor independence proposals recently released by Public Company Accounting Oversight Board as a guideline for the pensio...

By Stephen Taub • March 16, 2005

Leadership as the Starting Point of Strategy

When it comes time to implement a strategy, many companies find themselves stymied at the point of execution. Having identified the opportunities within their reach, they watch as the results fall short of their aspirations. Too few companies recognize the reason.Mismatched capabilities, poor ass...

By The McKinsey Quarterly • March 15, 2005

New CEO and CFO at AIG

It’s official: Maurice “Hank” Greenberg has stepped down as chief executive officer of American International Group as part of a major shakeup at the insurance giant. He will remain as chairman, however.Co-chief operating officer and vice chairman Martin Sullivan, who joined the company in 1971, ...

By Stephen Taub • March 15, 2005

Departing Soon: Eisner, Greenberg

On Sunday, the Walt Disney Co. announced that chief executive officer Michael Eisner will step down on October 1, a year earlier than planned. He will be succeeded by president and chief operating officer Robert Iger, a Disney veteran who has served as Eisner’s second-in-command for the past five...

By Stephen Taub • March 14, 2005

Cablevision’s Dolan Exercises ”Control”

Cablevision chairman Charles Dolan is no stranger to controversy.Earlier this week he upset governance advocates when he removed William J. Bell, Sheila A. Mahony, and Steven Rattner as directors and installed four people who are likely to support his policies: Rand Araskog, Frank Biondi, John Ma...

By Steve Bergsman • March 4, 2005

Bally Fires Executives, Stops Severance

Bally Total Fitness fired two finance executives and stopped making severance payments to its former CFO and CEO after an investigation into the company’s accounting practices found that the individuals engaged in improper conduct.The two finance executives who were dismissed are vice president a...

By Stephen Taub • Feb. 10, 2005

TXU Agrees to Major Governance Changes

Officials at TXU Corp. agreed to sweeping corporate governance changes as part of a class-action lawsuit settlement with its shareholders. The investors sued the Dallas-based utility after the company’s stock price collapsed in October 2002.TXU, which has a market cap of $19 billion, also agreed ...

By Stephen Taub • Jan. 26, 2005

Across the Board

See the results of the CFO/NACD surveyNot long after Vada Hill joined the board of Denny’s Corp., CFO Andrew Green took him on a road trip. When Hill stepped off the morning train in Philadelphia, the two men hit four local Denny’s restaurants, sampling breakfast and lunch fare along the way.The ...

By Roy Harris • Jan. 17, 2005

Disney Settles over Nepotism Deals

The Securities and Exchange Commission has settled charges that between 1999 and 2001, The Walt Disney Co. failed to disclose certain deals between the company and its directors and failed to disclose certain compensation paid to a director.The SEC seemed especially irked by these arrangements be...

By Stephen Taub • Dec. 22, 2004

Audit Board Proposes New Ethics Rules

The Public Company Accounting Oversight Board unanimously approved for public comment new ethics rules concerning independence, tax services, and contingent fees.In early 2003, noted the PCAOB, the Securities and Exchange Commission adopted new independence rules that don’t prohibit a company’s o...

By Stephen Taub • Dec. 15, 2004

How to Separate the Roles of Chairman and CEO

U.S. companies are increasingly separating the roles of the chairman and the chief executive officer. Boeing, Dell, the Walt Disney Company, MCI, Oracle, and Tenet Healthcare have all done so during the past year, and a new study (by Governance Metrics International) finds that roughly one-third ...

By The McKinsey Quarterly • Dec. 14, 2004

Tale of Two Poison Pills

Electronic Data Systems (EDS) and Fortune Brands announced last week that they are eliminating their poison pills, but the new policies that have replaced them may not be as sincere as they appear.The two companies are each establishing their own versions of so-called “fiduciary-out” policies, wh...

By Stephen Taub • Dec. 13, 2004

Shareholder Firm Targets El Paso CFO

Glass Lewis & Co., the shareholder advisory firm, is reportedly calling for El Paso Corporation to replace Chief Financial Officer Dwight Scott.Further, citing El Paso Corp.’s significant restatements, Institutional Shareholder Services (ISS) and Glass Lewis recommended that shareholders of t...

By Stephen Taub • Nov. 10, 2004

The Staggering of Staggered Boards

A growing number of companies is agreeing to eliminate the practice of staggering the years in which individual board members are elected.Indeed, the percentage of companies in the S&P 500 that have classified, or staggered, boards fell from 63 percent in 2001 to 60 percent in 2003, according...

By Stephen Taub • Oct. 29, 2004

Pensions Pressure Halliburton Proxies

A group of pension funds is continuing to apply pressure on the Securities and Exchange Commission to enact rules that would make it easier for outside shareholders to nominate directors not necessarily picked by management.On Wednesday, the Connecticut Retirement Plans and Trusts and the America...

By Stephen Taub • Oct. 29, 2004

Splitting Top Jobs Pays, Says New Study

Is a company better off when two people hold the positions of chairman and chief executive officer?Shareholder activists have clamored for this arrangement for years, and the number of companies following the practice has been climbing, albeit very slowly. In May, CFO.com reported on a study that...

By Stephen Taub • Oct. 22, 2004