2021 Supply Chain Management Virtual Symposium Reimagining Supply Chains
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How Boards Drive Value in Family-Owned Businesses
A Enduring Across Generations—How Boards Drive Value in Family-Owned Businesses ENDURING ACROSS GENERATIONS How Boards Drive Value in Family-Owned Businesses © 2015 | WomenCorporateDirectors. All materials, logos, etc., unless otherwise stated, are the property of WomenCorporateDirectors, Ltd. Copyright and other intellectual property laws protect these materials. Reproduction or retransmission of the materials, in whole or in part, in any manner, without the prior written consent of the copyright holder, is a violation of copyright law. Contact information for requests for permission to reproduce or distribute materials: [email protected]. © 2015 KPMG LLP, a Delaware limited liability partnership and the U.S. member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved. The KPMG name, logo and “cutting through complexity” are registered trademarks or trademarks of KPMG International. NDPPS 310255 TABLE OF CONTENTS Introduction 1 Chapter 1 – The Benefits of Governance 2 Chapter 2 – The Three Enablers: Clarity, Culture, Communication 3 Chapter 3 – Building a Strong Board 8 Chapter 4 – Keys to an Effective Family Business Board 13 Chapter 5 – Cultivating and Motivating Talent 19 Conclusion 23 WCD Thought Leadership Council 25 2015 WCD Thought Leadership Commissioners 26 Unless otherwise designated, all persons quoted in this report are WCD Thought Leadership Council Members or Commissioners. A full list of Council Members and Commissioners appears on pages 25 – 28. © 2015 | WomenCorporateDirectors. All materials, logos, etc., unless otherwise stated, are the property of WomenCorporateDirectors, Ltd. Copyright and other intellectual property laws protect these materials. Reproduction or retransmission of the materials, in whole or in part, in any manner, without the prior written consent of the copyright holder, is a violation of copyright law. -
Settlement Terms, As Approved by Venus’S Counsel and Class Counsel, Subject to Approval by The
Case3:15-cv-03578-EDL Document15 Filed09/29/15 Page1 of 29 1 LEXINGTON LAW GROUP Mark N. Todzo, State Bar No. 168389 2 Abigail Blodgett, State Bar No. 278813 503 Divisadero Street 3 San Francisco, CA 94117 Telephone: (415) 913-7800 4 Facsimile: (415) 759-4112 [email protected] 5 [email protected] 6 HALUNEN LAW Melissa W. Wolchansky (pro hac vice pending) 7 Charles D. Moore (pro hac vice pending) 80 South Eighth Street, Suite 1650 8 Minneapolis, MN 55402 Telephone: (612) 605-4098 9 Facsimile: (612) 605-4099 [email protected] 10 [email protected] 11 Attorneys for Plaintiffs and the Putative Classes 12 UNITED STATES DISTRICT COURT 13 NORTHERN DISTRICT OF CALIFORNIA 14 SAN FRANCISCO DIVISION 15 16 REBEKAH BAHARESTAN and JENA Case No. 3:15-cv-03578-EDL MCINTYRE, on behalf of themselves and all 17 others similarly situated, MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF 18 Plaintiffs, MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION 19 v. SETTLEMENT AGREEMENT 20 Date: November 3, 2015 VENUS LABORATORIES, INC., dba EARTH Time: 10:00 a.m. 21 FRIENDLY PRODUCTS, INC., Location: Courtroom E Judge: Hon. Elizabeth D. Laporte 22 Defendant. 23 24 25 26 27 28 Case No. 3:15-cv-03578-EDL MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF JOINT MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT AGREEMENT Case3:15-cv-03578-EDL Document15 Filed09/29/15 Page2 of 29 TABLE OF CONTENTS 1 Page 2 NOTICE OF MOTION AND MOTION ....................................................................................... vi 3 MEMORANDUM OF POINTS AND AUTHORITIES .................................................................1 4 INTRODUCTION ...........................................................................................................................1 5 STATEMENT OF FACTS ..............................................................................................................2 6 I. -
Fedex Corp Proxy
4AUG200523421009 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held September 28, 2009 To Our Stockholders: We cordially invite you to attend the 2009 annual meeting of FedEx’s stockholders. The meeting will take place in The Grand Ballroom at The Peabody Hotel, 149 Union Avenue, Memphis, Tennessee 38103, on Monday, September 28, 2009, at 10:00 a.m. local time. We look forward to your attendance either in person or by proxy. The purpose of the meeting is to: 1. Elect twelve directors; 2. Ratify the appointment of Ernst & Young LLP as FedEx’s independent registered public accounting firm for fiscal year 2010; 3. Act upon four stockholder proposals, if properly presented at the meeting; and 4. Transact any other business that may properly come before the meeting. Only stockholders of record at the close of business on August 3, 2009, may vote at the meeting or any postponements or adjournments of the meeting. By order of the Board of Directors, 4AUG200523413606 CHRISTINE P. RICHARDS Executive Vice President, General Counsel and Secretary August 17, 2009 HOW TO VOTE: Please complete, date, sign and return the accompanying proxy card or voting instruction card, or vote electronically via the Internet or by telephone. The enclosed return envelope requires no additional postage if mailed in the United States. REDUCE MAILING COSTS: If you vote on the Internet, you may elect to have next year’s proxy statement and annual report to stockholders delivered to you electronically. We strongly encourage you to enroll in electronic delivery. It is a cost-effective way for us to provide you with proxy materials and annual reports. -
UNITED STATES DISTRICT COURT NORTHERN DISTRICT of INDIANA SOUTH BEND DIVISION in Re FEDEX GROUND PACKAGE SYSTEM, INC., EMPLOYMEN
USDC IN/ND case 3:05-md-00527-RLM-MGG document 3279 filed 03/22/19 page 1 of 354 UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF INDIANA SOUTH BEND DIVISION ) Case No. 3:05-MD-527 RLM In re FEDEX GROUND PACKAGE ) (MDL 1700) SYSTEM, INC., EMPLOYMENT ) PRACTICES LITIGATION ) ) ) THIS DOCUMENT RELATES TO: ) ) Carlene Craig, et. al. v. FedEx Case No. 3:05-cv-530 RLM ) Ground Package Systems, Inc., ) ) PROPOSED FINAL APPROVAL ORDER This matter came before the Court for hearing on March 11, 2019, to consider final approval of the proposed ERISA Class Action Settlement reached by and between Plaintiffs Leo Rittenhouse, Jeff Bramlage, Lawrence Liable, Kent Whistler, Mike Moore, Keith Berry, Matthew Cook, Heidi Law, Sylvia O’Brien, Neal Bergkamp, and Dominic Lupo1 (collectively, “the Named Plaintiffs”), on behalf of themselves and the Certified Class, and Defendant FedEx Ground Package System, Inc. (“FXG”) (collectively, “the Parties”), the terms of which Settlement are set forth in the Class Action Settlement Agreement (the “Settlement Agreement”) attached as Exhibit A to the Joint Declaration of Co-Lead Counsel in support of Preliminary Approval of the Kansas Class Action 1 Carlene Craig withdrew as a Named Plaintiff on November 29, 2006. See MDL Doc. No. 409. Named Plaintiffs Ronald Perry and Alan Pacheco are not movants for final approval and filed an objection [MDL Doc. Nos. 3251/3261]. USDC IN/ND case 3:05-md-00527-RLM-MGG document 3279 filed 03/22/19 page 2 of 354 Settlement [MDL Doc. No. 3154-1]. Also before the Court is ERISA Plaintiffs’ Unopposed Motion for Attorney’s Fees and for Payment of Service Awards to the Named Plaintiffs, filed with the Court on October 19, 2018 [MDL Doc. -
Basic Responsibilities of the Co-Op Board of Directors
OVERVIEW BASIC RESPONSIBILITIES OF THE CO-OP BOARD OF DIRECTORS At start-up co-ops develop documents that spell out how the organization will operate. The corporate code often sets legal parameters for the co-op. The Articles of Incorporation contain the purpose of the co-op and its legal definitions. This document is filed with the Secretary of State. The Bylaws include the over-arching rules of the co- ops such as when where and how decisions will be made. The Board of Directors is the legal entity responsible for directing the affairs of the corporation. Every corporation MUST have a board. If a co-op operates as a collective then technically all members are on the Board. The Board must follow the rules set out in the Corporate Code, the Articles of Incorporation, and the Bylaws. Bylaw changes usually require a full membership vote to change. The members of the cooperative elect the Board.1 Three legal charges for Boards are fiduciary duty, duty of loyalty and duty of care. As trustees of the cooperative, board members have a special relationship to the cooperative to make business decisions focused only on what benefits the cooperative and all of its members. Decisions must be based on careful consideration of the issues. The fundamental legal standard for board members is to act in good faith, in a manner they believe to be in the best interests of the cooperative, and with such care, including reasonable inquiry, as an ordinary prudent person in a like position would use under similar circumstances. -
The Circle of Responsibilities for Co-Op Boards
The Circle of Responsibilities for Co-op Boards REPRINT Management Tip Series By James Baarda Foreword All boards of directors are under increasing pressure to perform well and justify their decisions. Cooperative boards are no exception. But increasing scrutiny of director behavior is not always accompanied by better information about exactly what directors are supposed to do and how they are to perform their many duties. The series of articles reprinted here originally appeared during 2002 as Management Tip articles in three issues of USDA’s "Rural Cooperatives" magazine. These articles lay out fundamental guidelines for cooperative directors. Along with practical guides, the articles explain underlying principles and give suggestions for specific actions cooperative boards and directors can take to improve their service to cooperatives. Cooperative members can use this well-received series to assess board and individual director performance and make informed choices about directors. Directors can apply the information to carry out the full range of their responsibilities with the assurance that they are satisfying the high standards of conduct required of them. The U.S. Department of Agriculture (USDA) prohibits discrimination in all its programs and activities on the basis of race, color, national origin, gender, religion, age, disability, political beliefs, sexual orientation, and marital or family status. (Not all prohibited bases apply to all programs.) Persons with disabilities who require alternative means for communication of program information (braille, large print, audiotape, etc.) should contact USDA’s TARGET Center at (202) 720-2600 (voice and TDD). To file a complaint of discrimination, write USDA, Director, Office of Civil Rights, Room 326-W, Whitten Building, 14th and Independence Avenue, SW, Washington, D.C. -
Corporate Governance of Company Groups: International and Latin American Experience
Corporate Governance of Company Groups: International and Latin American Experience Preliminary version for comment. Hosted by : Please send written comments to [email protected] by 5 December, 2014 Latin American Roundtable Task Force on Corporate Governance of Company Groups 17 November, 2014 Hotel Hilton Bogotá, CARRERA 7 NO. 72-41, BOGOTA, 00000, COLOMBIA http://www.oecd.org/daf/ca/latinamericanroundtableoncorporategovernance.htm With funding support of: TABLE OF CONTENTS International and Latin American Overview ............................................................................. 3 1. Introduction............................................................................................................................ 3 2. Economic Rationale for Corporate Groups and the Role of Corporate Governance ............. 4 3. International Work on Corporate Governance of Groups ...................................................... 8 4. Economic Relevance of Company Groups in LatAm .......................................................... 12 5. What is an Economic Group in LatAm? .............................................................................. 12 6. Structure of the Regulatory and Supervisory Framework ................................................... 13 7. Protection of Minority Shareholder Rights .......................................................................... 14 8. Economic Groups and Conflicts of Interest ......................................................................... 15 9. Multinational -
President's Message Inside
Inside 3Q2013 2 . Five Tips for Preparing Effective Intellectual Property Assignments 3 . ACC News 4 . FOCUS on Pro Bono 4 ... FedEx Ground Impacts the Community with its Pro Bono Efforts 5 ... MSA’s Law Department Partners with “Wills for Heroes” for Pro Bono Works 6 . Contract Negotiations — Terms and Conditions 7 . Upcoming Events 8 . Welcome New Members! 8 . Board Members and Contacts FOCUS President’s Message Kevin Whyte, Carmeuse Lime & Stone For this edition of Focus, I wanted to say “no”, but rather try to strive to perform at a higher address the noble calling of the legal determine the underlying standard. $is does not profession. So I “Googled” “law profession goal and fashion a solution. mean, however, that we need and quotes” hoping to !nd a good lead in to simply accept interpreta- Just two examples (there are to this article. Try it yourself. Su"ce it to tions or positions taken by many more and probably say – not a pretty site. We lawyers get a bad the regulatory agencies. better ones) are set forth rap, maybe sometimes deserved. However, In some cases, we need to below. whether serving in house or in private challenge such positions. practice, I still believe, a#er all these years, I am sure that many of us At times, the agencies seem that lawyers serve a valuable purpose in have had business people to give too little weight (or our society. Perhaps, there are too many of come to us and say - how even no weight) to economic us, but I would still be proud if one of my can we get out of this contract? I still considerations. -
3 Partnership Region 3 Team
Ontario Quebec 3 29077 Clemens Rd., Cleveland, OH 44145 P: 800-599-2902 • F: 800-439-8913 Wisconsin Michigan Pennsylvania Alaska Ohio Illinois Yukon Indiana Northwest Nunavut Territories New Foundland Kentucky and Labrador Prince Edward Island British Columbia Alberta Saskatchewan Manitoba Ontario Quebec Nova Scotia Washington 6 Maine Montana North Minnesota Dakota New Brunswick Vermont Oregon 3 4 New Hampshire New Idaho South Wisconsin Massachusetts Dakota York 1 Michigan Rhode Island 93000- Wyoming Connecticut 95999 Iowa Pennsylvania Nebraska ★ New Jersey Nevada Ohio Illinois Delaware Utah Indiana Maryland California Colorado West Virginia Kansas Missouri Virginia Kentuckyy 5 North ★ 90000- Tennessee Carolina 92999 Oklahoma Arizona New Arkansas Mexico 2 South Carolina Hawaii Alabama Georgia Texas 2302 Martin St., Irvine, CA 92612 Mississippi Florida Louisiana P: 800-599-2902 • F: 877-489-0131 Mexico PARTNERSHIP REGION 3 TEAM LTL Freight Shipping Tradeshow Shipping Small Package Shipping Senior Account Account Sr Tradeshow Tradeshow Customer Representative Representative Account Rep Account Rep Service Rep Brian Hardman Bryan Korecz Bryan Chambers Mike Rankin Amy Ketchum 800-599-2902 x2451 800-599-2902 x2591 800-599-2902 x2462 800-599-2902 x2596 800-599-2902 x2595 [email protected] [email protected] [email protected] [email protected] [email protected] LTL FREIGHT • SMALL PACKAGE • TRADESHOW • SPECIALIZED SOLUTIONS Quick Reference Guide LTL FREIGHT SHIPPING TIPS, HINTS, TRADESHOW SHIPPING TIPS, HINTS, AND DEFINITIONS AND DEFINITIONS • Less-Than-Truckload (LTL) means the shipment • A decorator is the company in charge of tradeshow does not completely fi ll a truck and weighs more than setup, tear down, and material handling. 150 lbs. -
Hands on Board: the Board of Volunteers in an All-Volunteer
All Hands on Board The Board of Directors in an All-Volunteer Organization By Jan Masaoka BOARDSOURCE E-BOOK SERIES BOARDSOURCE E-BOOK SERIES Volunteerism is an enormous economic force, yet it is never mentioned in business school or in economics departments. — Charles Hoadley, former Chief Economist, Bank of America WHAT IS AN “ALL-VOLUNTEER ORGANIZATION”? If you are reading this handbook, you are part of a huge economic force — that of the all-volunteer organization (AVO). Among other tasks, members of AVOs clean up beaches, care for the dying, coach basketball teams, advocate for gun control, rescue abused animals, raise their voices in song, publish literary journals, raise scholarship funds, preserve local history, serve as volunteer fire departments, exchange heirloom seeds, host visitors from foreign countries, help people conquer alcoholism, change public perception about the disabled, and help adoptees and birth parents find each other. They make our communities, however defined, work better. That these and countless other services are provided by volunteers and not by paid staff of a nonprofit, business, or government agency would come as a surprise to many. In fact, those of us in all-volunteer organizations often don’t even think of ourselves as the important economic and social force that we are. A WORD ON TERMINOLOGY When we use the term “all-volunteer organization (AVO),” we mean a nonprofit organi- zation in which volunteers manage the organization and do most or all of the work. Some soccer leagues pay referees for Saturday games, some historic preservation societies pay gardeners, and some PTAs pay after-school art teachers. -
The Constitution of Seidman Supply Chain Management Association of Grand Valley State University Preamble
The Constitution of Seidman Supply Chain Management Association of Grand Valley State University Preamble: We, the Seidman Supply Chain Management Association of Grand Valley State University are dedicated to educating students about the profession of Supply Chain Management. Article One: Name The name of this organization established by this constitution shall be Seidman Supply Chain Management Association of Grand Valley State University, and may be hereinafter referred to as SSCMA of GVSU. Article Two: Purpose The purpose of this organization shall be to combine the American Production and Inventory Control Society of Grand Valley State University and the Council of Supply Chain Management Professionals of Grand Valley State University into one organization called SSCMA. The purpose of this organization is to provide opportunities for students interested in supply chain management to communicate and learn from supply chain management professionals in order to improve their supply chain management knowledge. The organization will provide networking, learning, and career opportunities. Through professional events, such as guest speakers, lectures about current events, and member recruiting events, SSCMA of GVSU will also create awareness of the significance of supply chain management. Article Three: Membership Section One: General Assembly Membership 3.1.1 The membership of SSCMA of GVSU is determined based on the criteria outlined in the APICS of GVSU constitution, and the CSCMP of GSVU constitution. Section Two: Dues and Fees 3.2.1 There is no membership fee for SSCMA of GVSU members. Article Four: Executive Board Section One: Description 4.1.1 The Executive Board shall consist of six (6) core members: A. -
Board of Directors' Partnership Agreement
Board of Directors’ Partnership Agreement Boards work as a team and each member of the team contributes to helping make the organization effective. Each board member is expected to be an active participant in the Fresno State Alumni Association (FSAA) to ensure that it fulfills its mission in support of the Fresno State. This agreement outlines the expectations of all FSAA Board members. Alumni Association Director Responsibilities: • Be an Ambassador for the Association and promote our primary principles of engagement, recognition and scholarships • Be informed of the FSAA’s mission, services, policies and programs • Be a donor of the FSAA at the Life level or greater (lifetime commitment of $1,000+) • Make an annual gift to the FSAA (any amount, made between July 1 st and June 30 th ) • Purchase or sell an entire table at the annual FSAA Top Dog Alumni Awards Gala recognition event (annual commitment of $1,250) • Utilize the FSAA’s online resources - Board Effect, FresnoStateAlumni.com and social media sites • Serve on one or more FSAA committees • Contribute to the development and successful implementation of the FSAA strategic plan • Collaborate with other board members in the best interest of the FSAA and Fresno State • Attend board and assigned FSAA committee meetings • Attend and support the following FSAA special events: • Top Dog Alumni Awards Gala • Recognition events • Student engagement events and activities • Annual Board of Directors Dinner • Other Board events designated by the Executive Committee Association staff will: • Provide timely information and support to assist the Directors in accomplishing their tasks. • Provide linkages to campus units.