The Future Ain't What It Used To
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Can Diversity in the Boardroom Quell Corporate Corruption? Steven A
Loyola University Chicago, School of Law LAW eCommons Faculty Publications & Other Works 2003 Flaw in the Sarbanes-Oxley Reform: Can Diversity in the Boardroom Quell Corporate Corruption? Steven A. Ramirez Loyola University Chicago, School of Law, [email protected] Follow this and additional works at: http://lawecommons.luc.edu/facpubs Part of the Securities Law Commons Recommended Citation Ramirez, Steven, Flaw in the Sarbanes-Oxley Reform: Can Diversity in the Boardroom Quell Corporate Corruption, St. John’s L. Rev. 837 (2003). This Article is brought to you for free and open access by LAW eCommons. It has been accepted for inclusion in Faculty Publications & Other Works by an authorized administrator of LAW eCommons. For more information, please contact [email protected]. A FLAW IN THE SARBANES-OXLEY REFORM: CAN DIVERSITY IN THE BOARDROOM QUELL CORPORATE CORRUPTION? STEVEN A. RAMIREZt INTRODUCTION Why talk about the intersection of race and corporate law? Because that is literally where the money is. Corporations produce ninety percent of our total gross domestic product.1 The top 500 corporations control seventy-five percent of our nation's most productive assets.2 In a society that is as materialistic as ours, to talk about any systemic racial reform without discussing corporate governance misses this central point.3 In short, if our society continues to be permeated by the consequences of yesteryear's apartheid, it is axiomatic that corporate governance f Professor of Law and Director, Business and Transactional Law Center, Washburn University School of Law. Courtney T. Kennedy and Brian Perkins provided excellent research assistance for this Article. -
Biden's Healthcare Influencers
September 9, 2020 Biden’s Healthcare Influencers What's Happening: With the close of Labor Day weekend and the unofficial end of summer, the Biden campaign is taking off in earnest. Healthcare continues to be a significant part of the overall campaign platform, both in how it relates to the coronavirus pandemic and in other more traditional health policy arenas such as prescription drug prices and health insurance. While the messaging out of the campaign is more focused on the day-to-day challenges of the pandemic and anti- Trump rhetoric, when the campaign pushes beyond the surface level discussions, health policy and the actions a Biden administration would take are top of mind for both staffers and voters. Why It Matters: The cliché exists for a reason: personnel is policy. With the Democratic Party focused on healthcare and the legacy of the Affordable Care Act (ACA) as one of its signature issues, working on these policies for a Democratic president represents major opportunities to advance long-held goals and the ability to move the party in a certain direction as there are still big intraparty disputes on the future of healthcare, particularly the Medicare-for-All debate. When reviewing the candidates for the top healthcare positions in a Biden administration, it is important to remember that just because some potential senior staff members have worked for industry, that does not mean that they would not then carry out policies that would have a negative impact on that same industry. In fact, to a long-time policy maker like Biden, their experience in the private sector means that they could understand the workings of industry that much more. -
Washington Update 444 N
National Association of State Auditors, Comptrollers and Treasurers WASHINGTON UPDATE 444 N. Capitol Street NW, Suite 234 Washington, DC 20001 March 11, 2013 EXECUTIVE COMMITTEE President President Names New OMB Director issues for the MSRB. Suggested priorities MARTIN J. BENISON or initiatives should relate to any of the Comptroller Massachusetts President Barack Obama has nominated MSRB’s core activities: Sylvia Mathews Burwell, president of the First Vice President Regulating municipal securities dealers JAMES B. LEWIS Walmart Foundation, as the next director of State Treasurer the U.S. Office of Management and Budg- and municipal advisors. New Mexico et. She will take over for Jeffrey Zients, Operating market transparency sys- tems. Second Vice President who was named acting director of OMB in WILLIAM .G HOLLAND January 2012. Burwell previously worked Providing education, outreach and mar- Auditor General in the budget office as deputy director from ket leadership. Illinois 1998 to 2001 under President Bill Clinton, Secretary and she served as deputy chief of staff un- When providing feedback, the MSRB en- CALVIN McKELVOGUE der Jack Lew. Lew was confirmed as treas- courages commenters to be as specific as Chief Operating Officer possible and provide as much information State Accounting Enterprise ury secretary by the Senate two weeks ago. Iowa as possible about particular issues and top- Nunes to Resurrect Bill to Block Bond ics. In addition to providing the MSRB Treasurer with specific concerns about regulatory and RICHARD K. ELLIS Sales Without Pension Disclosure State Treasurer market transparency issues, the MSRB en- Utah Office of the State Treasurer Rep. Devin Nunes (R-CA) has indicated his courages commenters to provide input on its education, outreach and market leader- Immediate Past President intention to reintroduce his “Public Em- RONALD L. -
Annual Report 2018
2018Annual Report Annual Report July 1, 2017–June 30, 2018 Council on Foreign Relations 58 East 68th Street, New York, NY 10065 tel 212.434.9400 1777 F Street, NW, Washington, DC 20006 tel 202.509.8400 www.cfr.org [email protected] OFFICERS DIRECTORS David M. Rubenstein Term Expiring 2019 Term Expiring 2022 Chairman David G. Bradley Sylvia Mathews Burwell Blair Effron Blair Effron Ash Carter Vice Chairman Susan Hockfield James P. Gorman Jami Miscik Donna J. Hrinak Laurene Powell Jobs Vice Chairman James G. Stavridis David M. Rubenstein Richard N. Haass Vin Weber Margaret G. Warner President Daniel H. Yergin Fareed Zakaria Keith Olson Term Expiring 2020 Term Expiring 2023 Executive Vice President, John P. Abizaid Kenneth I. Chenault Chief Financial Officer, and Treasurer Mary McInnis Boies Laurence D. Fink James M. Lindsay Timothy F. Geithner Stephen C. Freidheim Senior Vice President, Director of Studies, Stephen J. Hadley Margaret (Peggy) Hamburg and Maurice R. Greenberg Chair James Manyika Charles Phillips Jami Miscik Cecilia Elena Rouse Nancy D. Bodurtha Richard L. Plepler Frances Fragos Townsend Vice President, Meetings and Membership Term Expiring 2021 Irina A. Faskianos Vice President, National Program Tony Coles Richard N. Haass, ex officio and Outreach David M. Cote Steven A. Denning Suzanne E. Helm William H. McRaven Vice President, Philanthropy and Janet A. Napolitano Corporate Relations Eduardo J. Padrón Jan Mowder Hughes John Paulson Vice President, Human Resources and Administration Caroline Netchvolodoff OFFICERS AND DIRECTORS, Vice President, Education EMERITUS & HONORARY Shannon K. O’Neil Madeleine K. Albright Maurice R. Greenberg Vice President and Deputy Director of Studies Director Emerita Honorary Vice Chairman Lisa Shields Martin S. -
LEADING and MANAGING GLOBALLY VP+ Directors Managers with YALE SCHOOL of MANAGEMENT and INTERNATIONAL INSTITUTE for MANAGEMENT DEVELOPMENT (IMD)
Target Audience LEADING AND MANAGING GLOBALLY VP+ Directors Managers WITH YALE SCHOOL OF MANAGEMENT AND INTERNATIONAL INSTITUTE FOR MANAGEMENT DEVELOPMENT (IMD) Companies around the world have gone global at an accelerated speed. Yet many companies are not fully prepared for a world in which the biggest business opportunities are global in nature and scope. Executives in the six-week program, Leading and Managing Globally, acquire the global mindset and competencies needed to effectively lead in this world, from bridging cultural divides, to PROGRAM STRUCTURE recognizing more deeply the sources of organizational power and information flow, to overcoming barriers to change. Time Commitment: 6 weeks/ 5 flexible hours per week USE INFORMAL AUTHORITY TO IDENTIFY AND BRIDGE CULTURAL LEAD EFFECTIVELY IN A MATRIXED CREATE ALIGNMENT AND CHANGE DIFFERENCES ACROSS DISTANCE GLOBAL ORGANIZATION Format: Self-paced with live faculty and team Improve management of global Identify sources of informal Overcome resistance to change interactions power and leverage your virtual teams across cultural, and achieve team integration and language and time differences network of relationships alignment within complex matrixed Output: Action plan with to influence those sources structures concrete roll-out strategy Use cultural decentering Manage interdependence techniques to diagnose cultural Define new metrics and KPIs to between organizational units differences and avoid team align purpose and drive FACULTY and foster knowledge flows conflicts arising from misaligned -
Policy and Politics by the Numbers;Аfor the President
5/12/2017 Policy and Politics by the Numbers; For the President, Polls Became a Defining Force in His Administration washingtonpost.com search nation, world… Policy and Politics by the Numbers; For the President, Polls Became a Defining Force in His Administration [FINAL Edition] The Washington Post Washington, D.C. Subjects: Series & special reports; Public opinion surveys; Policy making; Presidency Author: Harris, John F Date: Dec 31, 2000 Start Page: A.01 Section: A SECTION One night a week, a select group of White House aides and Cabinet members would file into the Yellow Oval Room in the White House residence. And Bill Clinton, the most polished and talkative politician of his era, for once would let someone else do the talking: a disheveled man who even friends say was ill at ease except when the conversation turned to numbers. The man was Clinton's pollster. The weekly residence meeting was the place where this president got his fix of the data that drove a presidency. As Clinton prepares to leave office 20 days from now, even his sharpest critics bow to his mastery of politics. This was a president who understood his times and became the dominant voice of them, who faced every conceivable adversity yet managed still to survive and prosper. What is less understood is that Clinton's political gifts were more than the magic of personality. They were a set of precise techniques that relied on constant gauging of public opinion, and constant responses to it in ways large and small. So Clinton's legacy is in many ways a story about polls. -
Hillary Clinton's Campaign Was Undone by a Clash of Personalities
64 Hillary Clinton’s campaign was undone by a clash of personalities more toxic than anyone imagined. E-mails and memos— published here for the first time—reveal the backstabbing and conflicting strategies that produced an epic meltdown. BY JOSHUA GREEN The Front-Runner’s Fall or all that has been written and said about Hillary Clin- e-mail feuds was handed over. (See for yourself: much of it is ton’s epic collapse in the Democratic primaries, one posted online at www.theatlantic.com/clinton.) Fissue still nags. Everybody knows what happened. But Two things struck me right away. The first was that, outward we still don’t have a clear picture of how it happened, or why. appearances notwithstanding, the campaign prepared a clear The after-battle assessments in the major newspapers and strategy and did considerable planning. It sweated the large newsweeklies generally agreed on the big picture: the cam- themes (Clinton’s late-in-the-game emergence as a blue-collar paign was not prepared for a lengthy fight; it had an insuf- champion had been the idea all along) and the small details ficient delegate operation; it squandered vast sums of money; (campaign staffers in Portland, Oregon, kept tabs on Monica and the candidate herself evinced a paralyzing schizophrenia— Lewinsky, who lived there, to avoid any surprise encounters). one day a shots-’n’-beers brawler, the next a Hallmark Channel The second was the thought: Wow, it was even worse than I’d mom. Through it all, her staff feuded and bickered, while her imagined! The anger and toxic obsessions overwhelmed even husband distracted. -
Good Governance and the Misleading Myths of Bad Metrics
Academy of Management Executive, 2004, Vol. 18, No. 1 ........................................................................................................................................................................ Good governance and the misleading myths of bad metrics Jeffrey Sonnenfeld In the aftermath of the well-publicized corruption governance metrics ratings services, the best and malfeasance in several large public corpora- known of which are Institutional Shareholder Ser- tions, especially at the executive and board levels, vices (ISS) and Governance Metrics International investors and analysts are searching for manage- (GMI). While firms such as Moody’s and The Cor- ment tools to measure the vulnerability of firms to porate Library use a wide mix of criteria to evalu- dishonesty, fraud, and corruption. While this effort ate companies, including their openly qualitative to improve governance through uniform guidelines judgment, ISS and GMI rely more on crisp numer- is understandable, at times boards and companies ical scoring systems. Some even believe that it is are reaching out for any life preserver that comes dangerous for firms to challenge the influential ISS along. Some firms are capitalizing on this desper- and GMI ratings services, given the attention paid ation by setting themselves up as corporate gover- to them by credit analysts, institutional portfolio nance experts. In 1999, when William Donaldson managers, and liability underwriters.3 was chairman of Aetna, he said prophetically, “I ISS and GMI look at public records to score firms fear that there is a growing cottage industry of on their governance effectiveness by using sim- superficial thought about corporate governance.”1 plistic checklists of standards or metrics based The swelling number of governance consultants heavily upon cliche´s and myths, rather than on has made Donaldson’s statement truer than ever. -
Power & Politics
POWER & POLITICS Langone (Draft) MGMT-GB.3366.10 Fall 2017 Professor R. Kabaliswaran Office: KMC 7-56 Class: KMC 4-80 E-mail: [email protected] (best way to reach me) Class Hours: W 6:00:9:00. Dates: 9/27-12/20. Office Hours: Usually an hour before class and by appointment Deliverables: My Constituency Map due session 7. One individual midterm case report due session 9. Class Reflection Journal: Do each session on previous session’s case/s and discussion. Put it all together , broken by session, and post as ONE word document before last class session. No need for journal write up on content of midterm case session and the last session. One take-home final due last session. Welcome to the elective course in Power & Politics! Course Theme Politics is not a dirty word! We just got to learn how to play good politics and keep out bad politics. By the same logic, power by itself does not necessarily corrupt though absolute power may corrupt absolutely. In other words, this course is about how to conquer the world, or at least survive the corporate jungle, without losing our soul. Even if you don’t want to play politics, good or bad, you still need the skills from this course to ensure that you don’t become a victim of politics. Course Objectives • Understanding what power is: People often have a misperception of what power, the basis of political behavior, really means. By the end of this course you should be able to have not only a conceptual understanding of what power is within an organizational context but a practical grasp of what the actual sources of power are. -
Complaint for Writ of Mandamus, to Which This Declaration Is Exhibit 4,)
Case 1:16-cv-00451 Document 1 Filed 03/08/16 Page 1 of 55 UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLUMBIA __________________________________________ ) ORACLE AMERICA, INC., ) a Delaware corporation ) 500 Oracle Parkway ) Redwood Shores, CA 94065 ) ) Plaintiff, ) ) v. ) Civil Action No. 16-451 ) SYLVIA MATHEWS BURWELL, ) Secretary, U.S. Department of Health ) and Human Services ) 200 Independence Avenue, S.W. ) Washington, DC 20201 ) ) Defendant. ) __________________________________________) COMPLAINT FOR A WRIT OF MANDAMUS Plaintiff Oracle America, Inc. (“Oracle”) brings this Complaint for a writ of mandamus to require Sylvia Mathews Burwell, in her official capacity as Secretary of the United States Department of Health and Human Services (“HHS”), to exercise her mandatory duty under the Patient Protection and Affordable Care Act (“ACA”) to monitor the integrity and performance of states that receive Federal grant funds for the purpose of establishing state-based health insurance exchanges by: (a) directing the State of Oregon— HHS’s grantee—to seek to stay or dismiss the state-court lawsuit it has filed against Oracle and several Oracle employees for actions they allegedly took to assist Oregon with the creation of its Health Insurance Exchange (“HIX”); and (b) monitoring and investigating all work Oregon and its subgrantees and contractors, including Oracle, did on the Oregon 1 Case 1:16-cv-00451 Document 1 Filed 03/08/16 Page 2 of 55 HIX project in order to determine what liabilities involving Federal funds, if any, have arisen from the project. INTRODUCTION 1. HHS partnered with the State of Oregon through certain Cooperative Agreements to establish a state-run health insurance exchange (“the HIX”) under the ACA. -
Transforming Marketing Forward Looking Information & Other Information
TRANSFORMING MARKETING FORWARD LOOKING INFORMATION & OTHER INFORMATION Cautionary Statement Regarding Forward-Looking Statements This communication may contain certain forward-looking statements (collectively, “forward-looking statements”) within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended and Section 21E of the U.S. Exchange Act and the United States Private Securities Litigation Reform Act of 1995, as amended, and “forward-looking information” under applicable Canadian securities laws. Statements in this document that are not historical facts, including statements about MDC’s or Stagwell’s beliefs and expectations and recent business and economic trends, constitute forward-looking statements. Words such as “estimate,” “project,” “target,” “predict,” “believe,” “expect,” “anticipate,” “potential,” “create,” “intend,” “could,” “should,” “would,” “may,” “foresee,” “plan,” “will,” “guidance,” “look,” “outlook,” “future,” “assume,” “forecast,” “focus,” “continue,” or the negative of such terms or other variations thereof and terms of similar substance used in connection with any discussion of current plans, estimates and projections are subject to change based on a number of factors, including those outlined in this section. Such forward-looking statements may include, but are not limited to, statements related to: future financial performance and the future prospects of the respective businesses and operations of MDC, Stagwell and the combined company; information concerning the proposed business combination -
United States Bankruptcy Court Southern District of Texas Mcallen Division Entered 06/06/2018 in Re: § La Fuente Home Health Services, § Case No: 14-70265 Inc
Case 16-07012 Document 49 Filed in TXSB on 06/06/18 Page 1 of 15 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS MCALLEN DIVISION ENTERED 06/06/2018 IN RE: § LA FUENTE HOME HEALTH SERVICES, § CASE NO: 14-70265 INC. § Debtor § § CHAPTER 11 § LA FUENTE HOME HEALTH SERVICES, § INC. § Plaintiff § § VS. § ADVERSARY NO. 16-07012 § SYLVIA MATHEWS BURWELL, et al § Defendants § JUDGE EDUARDO V. RODRIGUEZ MEMORANDUM OPINION DENYING PLAINTIFF’S AND DEFENDANT’S MOTIONS FOR SUMMARY JUDGMENT Resolving ECF Nos. 36 & 37 I. Introduction Pending before the Court are two motions self-styled by the movants as “La Fuente Home Health Services, Inc.’s Motion for Summary Judgment and Brief in Support,” ECF No. 36 (“La Fuente’s Motion”), and the “Motion of Defendant Tom Price, Secretary of the United States Department of Health and Human Services, for Summary Judgment,” ECF No. 37 (“HHS’ Motion”). Both La Fuente Home Health Services, Inc. (“La Fuente”) and Tom Price, Secretary of the United States Department of Health and Human Services (“HHS”) seek summary judgment pursuant to Fed. R. Civ. P. 56. In consideration of the arguments presented in the motions, all evidence in the record, and relevant case law, for the reasons stated in this Memorandum Opinion, this Court determines that both La Fuente’s and HHS’s dueling motions for summary judgment should be denied. Page 1 of 15 Case 16-07012 Document 49 Filed in TXSB on 06/06/18 Page 2 of 15 II. Procedural History On March 28, 2017, the Court entered its Memorandum Opinion Denying Defendant’s Motion to Dismiss Plaintiff’s Complaint and Application for Permanent Injunctive Relief and/or Alternatively for Summary Judgment.