"Cornelius' significant executive level energy industry experience, background in strategic planning and risk oversight, and extensive public board experience - including at companies in the refining sector - would make him a valuable addition to the Phillips Board."
Callouts & quotes from 167+ activist slides
Every emphasised callout and every pulled quote, extracted slide-by-slide. Search by keyword, filter by slide type or by source.
"“The key role of a board member is to appoint management, to set, together with management, a clear strategy with defined goals and metrics, and to hold management accountable for effecting that strategy. The oversight role of the board is critical.” — Rodney Chase"
"“No, it’s being planned out now. We haven’t yet had the first oversight committee meeting. That’ll be happening in the spring...I think, so we’re in this buildup phase. So, no, it’s not yet a thing where people can show up and do work” — UMD Professor"
"Mr. Feld's experience as an active stockholder, board member, and expert in capital markets and corporate governance practices, as well as his knowledge of intellectual property licensing, will enable him to provide invaluable oversight to the Board."
"The key role of a board member is to appoint management, to set, together with management, a clear strategy with defined goals and metrics, and to hold management accountable for effecting that strategy. The oversight role of the board is critical."
"Starboard believes Mr. Cwynar’s experience as the former chief executive officer of a semiconductor product and licensing company, as well as his technology and engineering background, will enable him to provide invaluable oversight to the Board."
"The role of the CEO is to run the company. The role of the Board is to provide independent oversight of the CEO. Therefore, in general terms, there is an inherent conflict of interest for a CEO to act as her/his own oversight as Chair."
"Starboard hereby demands the right to inspect and copy the Books and Records of the Company described in the Appendix, as they are reasonably related to Starboard's interest in the Company and suspected lack of oversight by the Board."
"“serves on an excessive number of public company boards, which we believe raises substantial concerns about the director's ability to exercise sufficient oversight on this board” — BlackRock (in their voting rationale for Item 5.9)"
"Preventing shareholders who do not support the Company's failed leadership and oversight from purchasing additional stock reflects exceptionally poor governance and underscores the immediate need for accountability at Southwest."
""The Box Board remains unified in its ongoing commitment to acting in the best interests of all stockholders, and to ensuring Box benefits from world-class corporate governance and oversight." — Box Press Release, May 17, 2021"
"We believe that the presence of Petit on INS's board of directors is indicative of potential lack of oversight/accountability for top-management, and that INS's board may not be working in the best interests of shareholders."
"Starboard believes Mr. Rice's extensive experience in business strategy, general management, global sales, marketing, product management and business development, will enable him to provide invaluable oversight to the Board."
"Mr. Smith's extensive public board experience and experience in a variety of industries together with his management experience in a variety of roles will enable him to provide invaluable oversight to the Company's Board."
"We believe shareholders welcome Starboard's involvement, are hopeful that we will bring greater accountability, and are both excited about the quality of Starboard's nominees and the potential for greater Board oversight."
"serves on an excessive number of public company boards, which we believe raises substantial concerns about the director's ability to exercise sufficient oversight on this board — BlackRock (in proxy voting disclosure)"
"New, independent oversight is drastically needed to ensure that current investments are measured properly with an appropriate risk-reward to provide shareholders with the highest probability of success in the future."
"Starboard believes Mr. Bornak's extensive experience as a CFO of both private and publicly traded companies, as well as his strong operational experience will enable him to provide invaluable oversight to the Board."
"Starboard believes Mr. Stout’s deep knowledge of the intellectual property industry, his role in the success of NTP, and his extensive legal experience will enable him to provide invaluable oversight to the Board."
"In contrast, our proposal at the BlackRock AGM is entirely based on the specific analysis of the lack of independent oversight, affecting in practice the malfunctioning of corporate governance within the company."
"We believe the two variable sources of consideration (CYH stock and CVR payment) would be enhanced by the involvement and oversight of the Fresh Alternative Board and an engaged Alvarez & Marsal management team"
"Landmark illustrates the need for independent directors with experience in distribution to provide proper oversight and protect shareholders from reckless deployment of capital and poorly conceived acquisitions"
"Under the failed oversight of the Board’s ESG Committee, we believe Huntsman has reactively made a carbon neutral pledge and an unfulfilled promise of TCFD reporting in order to appease institutional investors"
"Most concerning, President Hasebe's position on the Compensation Advisory Committee creates a clear conflict of interest in the setting and oversight of long-term incentives critical to driving Kao's revival."
"“Alleged unethical behavior is not new in the Bolloré empire; revealing structural mismanagement of such risks, further magnified by lack of effective board oversight.” — MSCI ESG Research LLC, June 21, 2018"
"Under the failed oversight of the Board’s ESG Committee, Huntsman has reactively made a carbon neutral pledge and an unfulfilled promise of TCFD reporting in order to appease institutional investors"
"Given her involvement in a prior breakdown of financial governance, her appointment as Limbach's audit chair raises questions about whether similar lapses in judgment or oversight could occur again."
"CEO and Chairman Mark Lashier’s consolidation of power has harmed Phillips 66 (NYSE: PSX). Combining these two roles can weaken corporate oversight and goes against governance best practices."
"We believe the Huntsman family exerts significant ongoing influence over HCI and Dr. Beckerle through agreements with the University of Utah, funding commitments, and an oversight committee."
"The proxy advisors highlight troubling governance practices at Phillips 66, including selective or misleading communications and a leadership structure that prevents proper Board oversight."
"Party B accepts Party A's oversight and monitoring, and moreover shall follow Party A's regulations with regards reports to the parents about Party A's monitoring of the phone and website."
"Starboard believes Mr. Taffe’s extensive experience as a senior executive and Board member at leading semiconductor companies will enable him to provide invaluable oversight to the Board."
"Taubman's problems are self-inflicted – Taubman has repeatedly blamed poor performance on the industry when the problems lie with management and poor oversight by the Board of Directors"
"What company’s goal is to recruit as many inexperienced sales-people as possible (on full commission with limited oversight) without regard for the ultimate demand for its products?"
"With the Icahn nominees in the boardroom, the Board can improve McDonald's' governance, provide much-needed oversight and drive the Company's commitments to animal welfare forward"
"The very fact that the Board, in reviewing the leadership structure, does not detect any anomaly is the best demonstration of the lack of independent oversight within the Board."
"We believe this incident illustrates both the Company’s cultural issues as well as the Board’s failure to instill accountability and provide effective oversight of the Company."
"Starboard engaged with GCP to protect shareholders suffering from consistently poor operational execution, poor governance, lack of Board oversight, and lack of accountability."
"Without validation of ROVI’s strategy and strengthened oversight by new and independent directors, shareholders risk being set up for yet another costly round of disappointment"
"The very fact that the Board in reviewing the leadership structure does not detect any anomaly is the best demonstration of the lack of independent oversight within the board."
"The coming years will be critical execution years to unlock value at Sony Semiconductors, creating the need for oversight by a dedicated management team and Board of Directors"
"In our view, there continues to be a clear lack of operating discipline at the management level as well as ineffective oversight from the Board of Directors (the “Board”)."
"BlackRock is simply not in the position to fulfil its stewardship responsibilities. The Board, due to lack of independent oversight, has failed to recognised this issue."
"Freedom Holdings has faced criticism for their questionable business practices, including their IPO model, Potemkin board of directors, and lack of oversight."
"Third Point had limited confidence that Campbell’s incumbent Board (after years of abysmal oversight) would conduct a proper and thoughtful strategic review"
"We are calling on the Board to collaborate on the following changes to strengthen oversight and select the best new CEO to lead the Company into the future."
"We are calling on the Board to collaborate on the following changes to strengthen oversight and select the best new CEO to lead the Company into the future."
"We are calling on the Board to collaborate on the following changes to strengthen oversight and select the best new CEO to lead the Company into the future."
"We are calling on the Board to collaborate on the following changes to strengthen oversight and select the best new CEO to lead the Company into the future."
"We are calling on the Board to collaborate on the following changes to strengthen oversight and select the best new CEO to lead the Company into the future."
"We are calling on the Board to collaborate on the following changes to strengthen oversight and select the best new CEO to lead the Company into the future."
"We are calling on the Board to collaborate on the following changes to strengthen oversight and select the best new CEO to lead the Company into the future."
"Due to the efficiencies of scale, management oversight & capital from international franchising, BWLD should accelerate its effort to grow internationally"
"Our proposal is not intended to be a vote of no-confidence in CEO Larry Fink, but simply aims to address the lack of independent oversight by the Board"
"The steady progress of K27 can largely be attributed to the contribution of oversight and advice made by the current Outside Directors. — Kao's Claim"
"Could you please answer the following questions to help clarify bp's approach to sustainability, corporate culture, and senior management oversight:"
"What metrics was the Board looking at to justify these increases in spending on Patch? Did the Board have any oversight or control around budgeting?"
"Oasis denounces Kao's dilution of Board oversight and premature announcement of director changes before interviewing candidates submitted by Oasis"
"As previously mentioned, BlackRock has a weak governance framework which is evidenced by a clear lack of independent oversight over management"
"As previously mentioned, BlackRock has a weak governance framework which is evidenced by a clear lack of independent oversight over management"