Tag Archives: Director
BOSTON (Reuters) – Facebook Inc named a new director this month and timed his appointment to avoid a shareholder vote, raising concern among some investors who want to see more accountability from the social media company.
The decision by Facebook’s board comes as the company is under scrutiny from regulators and shareholders about its internal controls and oversight after it failed to protect the data of some 87 million users that was shared with now-defunct political data firm Cambridge Analytica.
Jeffrey Zients’ appointment does not take effect until “immediately following the conclusion” of the company’s May 31 shareholder meeting, according to a securities filing on May 8, meaning he could be able to serve a year without facing shareholder approval.
“The optics of this are questionable,” said John Wilson, head of governance at Cornerstone Capital Group, whose clients have about 30,000 Facebook shares.
For one thing, Wilson said, some shareholders could be looking for the largest social media network to add a board member with more of a background on privacy issues and will not have the chance to register objections to Zients, president of holding company Cranemere Group.
Zients and Mark Zuckerberg, the company’s chairman and chief executive, declined to comment via a Facebook spokeswoman. The spokeswoman, Nora Chan, said the board has authority to appoint directors between annual meetings.
“Since this appointment is effective after this year’s annual meeting, it is not on the ballot this year. It would be on the ballot at future annual meetings,” Chan said via e-mail.
Exactly when Zients should be voted in is something of an academic question since Facebook’s structure gives Zuckerberg a majority of its voting power.
Still Facebook has been at pains to address its issues in order to reassure investors. Its share price fell during the first three months of the year as details of its data-protection problems emerged. The shares have since recovered, but a number of funds that call themselves socially responsible are selling the stock, concerned Facebook has not fully addressed its issues.
Proxy adviser Institutional Shareholder Services on May 16 recommended investors withhold support from five of eight directors on the company’s ballot including Zuckerberg, and vote in favor of shareholder proposals aimed at improving its response to problems like election interference and harassment.
In recommending that investors withhold support from Zuckerberg, ISS cited the lack of a formal board-nominating committee, a concern it has raised in past years.
ISS Special Counsel Patrick McGurn said the lack of a vote on Zients is “suboptimal.”
“Best governance practice generally dictates that a board should provide shareholders with a timely opportunity, typically at the next scheduled meeting, to elect a director who is appointed by the existing board members to fill a vacancy,” he said.
However, McGurn said the timing may not have been entirely in Facebook’s control, given that departing director Jan Koum did not immediately leave the company’s board at the same time he quit as a company executive.
James McRitchie, a private investor who filed one of two pending shareholder resolutions calling on Facebook to revamp its voting rules, said the lack of a vote on Zients will not look good at a time when the company needs to seem responsive and not be seen as “cutting out shareholders.”
Reporting by Ross Kerber; Editing by Frances Kerry
Jason Hatch has been promoted to this key role for VisualVault’s growing global Partner program for Cloud Based, Process Automation (BPA)/Enterprise Content Management (ECM) solutions.
(PRWeb January 05, 2017)
Read the full story at http://www.prweb.com/releases/2017/01/prweb13958485.htm
To celebrate #BatmanDay, ‘Justice League’ director Zack Snyder shared a quick glimpse of J.K. Simmons as Commissioner Gordon in the forthcoming ‘Justice League.’
The director’s first foray into book publishing is a deep-dive into the art of exploitation cinema marketing.
The post Director Nicholas Winding Refn Wants to Teach You About Movie Marketing appeared first on WIRED.
Despite its position as a major web business, Expedia has decided not to fully embrace the cloud computing revolution. “Not everything is hosted in …
The director of the NSA, Admiral Michael Rogers, just admitted at a Senate hearing that when Internet companies provide copies of encryption keys to law enforcement, the risk of hacks and data theft goes way up.
The government has been pressuring technology companies to provide the encryption keys that it can use to access data from suspected bad actors. The keys allow the government “front door access,” as Rogers has termed it, to secure data on any device, including cell phones and tablets.
Rogers made the statement in answer to a question from Senator Ron Wyden at the Senate Intelligence Committee hearing Thursday.
Wyden: “As a general matter, is it correct that anytime there are copies of an encryption key — and they exist in multiple places — that also creates more opportunities for malicious actors or foreign hackers to get access to the keys?
View the exchange in this video.
Security researchers have been saying for some time that the existence of multiple copies of encryption keys creates huge security vulnerabilities. But instead of heeding the advice and abandoning the idea, Rogers has suggested that tech companies deliver the encryption key copies in multiple pieces that must be reassembled.
“The NSA chief Admiral Rogers today confirmed what encryption experts and data scientists have been saying all along: if the government requires companies to provide copies of encryption keys, that will only weaken data protection and open the door for malicious actors and hackers,” said Morgan Reed of the App Association in a note to VentureBeat.
Cybersecurity has taken center stage in the halls of power this week, as Chinese president Xi Jinping is in the U.S. meeting with tech leaders and President Obama.
The Chinese government itself has been linked with various large data hacks on U.S. corporations and on U.S. government agencies. By some estimates, U.S. businesses lose $ 300 billion a year from Chinese intellectual property theft.
One June 2nd, the Senate approved a bill called the USA Freedom Act, meant to reform the government surveillance authorizations in the Patriot Act. The Patriot Act expired at midnight on June 1st.
But the NSA has continued to push for increased latitude to access the data of private citizens, both foreign and domestic.