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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
People look for inspiration and happiness in a vast array of places. Some see school kids walking out of class across America to take a stand for gun control and find hope. Others note that 7-Eleven now has customizable tater tots and are filled with joy. What do they get when they look at the internet? All that and a lot of bickering and tweets about calzones. Here, dear friends, is what everyone was talking about online last week when they weren’t talking about the new Avengers: Infinity War trailer.
What Happened: President Trump announced Rex Tillerson was being replaced as secretary of state on Twitter.
What Really Happened: Folks like to make jokes about Donald Trump running America via Twitter, but last week he announced an executive decision on the platform that was definitely not funny—at least not to the head of the State Department.
Yes, the change in Secretary of State—one of the most important, if not the most important, cabinet positions—was announced via social media, as if Trump was every parody of himself imaginable. For those who wanted more than just a tweet of notice about the new state of affairs, that was forthcoming … also via Twitter, of course.
Those around Tillerson, who had just arrived back in the country, were surprised by the news, suggesting that Tillerson himself wasn’t entirely prepared for what had just happened.
There might, it turns out, have been a reason for that, if one response from the State Department is to be believed.
OK, perhaps it was a little disingenuous to say that no one saw this coming, as some pointed out.
Unsurprisingly, the White House has a different take on the way everything went down.
Except, it turned out, chief of staff John Kelly’s message might not have been entirely clear.
There really is something to be said about Twitter’s role in all of this, isn’t there? Still, things couldn’t have been that bad, because Tillerson did make an appearance later that day to talk about his firing and smooth everything over.
This is worth noting, as well. The State Department aide who put out the earlier statement saying that Tillerson didn’t know why he’d been fired? Yeah, there was a price to pay for saying that.
The Takeaway: Quick, we need a catchy way of talking about former Exxon CEO Tillerson now that he’s been ousted!
Move Along, Nothing to See Here
What Happened: House Republicans announced they were closing their investigation into collusion between the Trump campaign and Russia during the 2016 election, saying there was no evidence of such actions.
What Really Happened: Last week, with little warning, the House Intelligence Committee’s investigation into Russian interference in the 2016 election just … stopped.
“Case closed”? Sure, if you say so. And, it turns out, they really did say so.
There are others who might disagree with that take, of course…
That would be a yes, then. And, sure, it seems suspicious to say the least that the Republicans just shut down the investigation unfinished with so much still out there unanswered, but surely the Democrats on the committee were given adequate warning that the investigation was being closed, right?
OK, but at least all the Republicans are agreed that this move was the smart one?
Well, fine, yes, that’s a little awkward. Still, at least one of the leading Republicans on the committee didn’t disagree.
Oh, come on. As the week continued, it eventually started to become clear even to the Republicans that this had been a mistake, with this headline putting it best: “Republicans Fear They Botched Russia Report Rollout.” Gee, you think?
The Takeaway: In what could only be described as a spectacular piece of timing, the Republicans announced that there was nothing Russians had done in regards to the 2016 election in the same week that the Trump administration finally signed sanctions into law against 16 Russians for their efforts to interfere with the 2016 election. There’s nothing like being consistent.
Meanwhile, Over at the Department of Justice…
What Happened: Special counsel Robert Mueller’s investigation took aim at the Trump Organization.
What Really Happened: Meanwhile, you might be thinking, “I wonder how special council Robert Mueller’s Russia collusion investigation is going? I’m sure that, if the House Republicans were right and there’s certainly nothing going on, he’ll be wrapping everything up too, right?” Funny story: He’s not wrapping everything up.
Yes, in what is pretty much the opposite of wrapping things up, Mueller is subpoenaing the Trump Organization’s records, which is … kind of a big deal, to say the least. Certainly, that’s what people on social media seemed to think.
But what could it all mean? Some people had theories.
And how is this going down with those targeted?
Somewhere, Devin Nunes is wandering around the halls of Congress, muttering to himself, “But I said nothing happened…!”
The Takeaway: It’s worth pointing out that the Mueller news dropped on March 15, which amused certain people online.
What Happened: Forget “Commander in Chief,” perhaps President Trump’s title could be “Gaslighter in Chief.” Or, maybe, “Man Who Should Perhaps Never Talk in Front of a Tape Recorder Ever.”
What Really Happened: This might sound like the kind of old-fashioned, unnecessary posturing of people stuck in the past, but once upon a time it was widely expected that the President of the United States wouldn’t be the kind of person who would boast about lying to the head of state of a friendly nation.
Those days, dear readers, are long gone.
Yes, the Washington Post obtained audio from a fundraising speech in which Trump boasted that he’d made up information that he used in an argument with Canadian Prime Minister Justin Trudeau over whether or not the US runs a trade deficit with Trudeau’s country. (It doesn’t.) “I had no idea,” Trump can be heard to say on the tape. “I just said, ‘You’re wrong.’ You know why? Because we’re so stupid.” As you might expect, people were thrilled about this display of, uh, political maneuvering? Sure, let’s go with that.
There is, also, a surreal second story to this audio of Trump that has nothing to do with lying to Justin Trudeau. Instead, it had to do with the “bowling ball test.”
The Takeaway: There’s really only response to this entire exchange, isn’t there?
Space Force? Space Force!
What Happened: When it comes to America’s manifest destiny, there’s only one direction left to go: To infinity… and beyond?
What Really Happened: With all the bad news going around the the White House, you can’t blame the president for wanting to change the narrative somehow. And you only get to do that, he knows, by thinking big and reaching for the stars. Last week, Trump gave a speech that showed just how literally he took that advice.
Sure, going to Mars is definitely thinking big, but is it thinking big enough? Not to worry, however; Trump was right there with the next big thing.
Space Force! Just the very idea got the media excited, and asking questions like, “For real?” and “What does that even mean?”, not to mention “Do we have to?” Sure, not every outlet took the idea seriously, but that’s the lamestream media for you. Everyone else was into the idea, or calling the president a laughingstock. It’s hard to be a leader. But at least Twitter understood the potential of Space Force.
The Takeaway: Make no mistake, people may joke now, but Space Force is the future.
Barbie has had many careers: Aerobics instructor, paleontologist, and scuba diver, to name a few. Now, the 59-year-old doll is taking on yet another role—teaching girls to code.
Toymaker Mattel announced a series of Barbie-branded coding lessons at the annual International Toy Fair in New York, which kicked off last Saturday. The new curriculum is the product of a partnership with Mountain View, Calif.-based startup Tynker, which makes educational programming tools for kids. Mattel and Tynker began their partnership three years ago, but up until now the only brands made available to the startup were Hot Wheels and Monster High, the popular toy car line which has long been targeted at boys and another doll brand that never quite reached Barbie fame, respectively. Now, Tynker will be able to incorporate the iconic doll and her posse of injection-molded friends into their software curriculum for kids.
“We believe Barbie is a beacon to empower girls,” Mattel CEO Margo Georgiadis told Fortune in an exclusive phone interview ahead of the toy convention. “So we will continue to leverage Barbie to inspire girls to pursue the things they love.”
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Girls—and therefore, women—are significantly underrepresented in STEM (science, technology, engineering and math). The gap starts early, but by the time they get to the workplace, women make up less than one-quarter of those employed in STEM occupations. Georgiadis, who took over as CEO of Mattel early last year, has made it her mission to “techify” the company’s aging product lineup. That includes everything from creating more early coding toys for young kids to embedding natural language processing capabilities into Barbie’s Dreamhouse. According to Georgiadis, there are many other initiatives planned for utilizing Barbie to inspire and teach girls to enter STEM-related fields.
Mattel and Tynker say that programming “experiences” created by the startup’s standing partnership with the toymaker have already reached nearly 4 million kids. Now, with Barbie’s help, Georgiadis wants to reach a collective 10 million children by 2020. According to Tynker CEO Krishna Vedati, the new curriculum will be for kids in kindergarten and up, and will introduce them to basic programming concepts via seven learning “modules,” to be launched this coming summer. (A basic version of the curriculum will be available for parents and teachers free of charge; a premium one that allows for grade-specific tracking and more personalized functions will come with a subscription fee.)
“Obviously, Mattel is an iconic brand,” says Vedati, whose company has also inked partnerships with Microsoft-owned Minecraft to create educational products for kids.
Mattel is an iconic brand, as are many of its product lines. But it has also had a hard time transforming its portfolio to compete in today’s world (think the move to online shopping and the ubiquity and allure of mobile devices). In its last quarterly earnings report—which included the peak holiday season—the company posted a 12% decline in sales. Barbie, however, was a bright spot: up 9% in that same quarter. So who knows, maybe the controversial doll will actually be able to help diminish the gender gap in STEM, at least when it comes to getting girls into the field (keeping them there is a different story). After all, it won’t be Barbie’s first groundbreaking foray into a new career.
You can be extroverted or introverted or somewhere in the middle, but no matter where you fall on the personality spectrum, there’ll be times when conversation doesn’t come easy. Overthinking it will generally get you nowhere, but not having a plan of action or a back pocket full of topics regardless of who you’re talking to also won’t help your communication game. If you’ve ever gone way out of your way to avoid an impromptu chat, fumbled with what to say, or defaulted to the weather (again!), the following guidelines should help.
… GOOGL ) Google Cloud Platform for its cloud computing needs. iPad : There’s a new rumor that includes specific details about Apple’s 9.7-inch iPad …