Latest news with #corporateGovernance


Forbes
17 hours ago
- Business
- Forbes
Interim CEOs: A Symptom Of Deeper Governance Failures
Interim CEO Wanted In early 2025, CEO departures reached record highs. Interim appointments surged—but behind the numbers is a more troubling signal: boards are increasingly unprepared. (I highlighted this alarming trend in my most recent column.) While interim CEOs can provide temporary stability, their increasing prevalence points to deeper issues in corporate governance and succession planning. Recent data indicates that nearly 25% of new CEOs appointed in the first two months of 2025 were on an interim basis, a significant increase from 8% during the same period in 2024. This surge suggests that many organizations are unprepared for sudden leadership transitions, often resorting to interim appointments as a stopgap measure. While interim CEOs can offer short-term solutions, they also introduce several governance risks: Recent academic research supports these concerns. A study entitled Interim CEO Successions: Implications for CEO Successor Selection and Subsequent Firm Performance found that companies appointing permanent CEOs following an interim period tend to underperform compared to those with direct permanent appointments. Another study entitled: 'Timely help' or 'one disaster after another': The impact of potential and transition interim CEO succession on corporate performance highlights that interim CEOs, especially those serving as temporary placeholders without prospects for permanent appointment, may face challenges such as limited authority and reduced internal cooperation, leading to slower strategic decision-making and potential declines in firm performance. The appointment of an interim CEO often sends a cautionary signal to the investor community. It may indicate that a company lacks a robust succession plan, leading to concerns about strategic continuity and organizational stability. Investors may perceive such appointments as a sign of internal uncertainty, potentially impacting stock performance and stakeholder confidence. From the employee's viewpoint, the appointment of an interim CEO can trigger deep uncertainty about the organization's future. It may signal instability at the top, raising concerns about job security, stalled initiatives, and potential cultural disruption. Without a clear, permanent leader, employees may worry that strategic priorities will shift—or be put on hold altogether—affecting morale, engagement, and retention. Especially in cases where communication is lacking, interim leadership can be perceived as a temporary fix, not a source of direction or long-term vision, prompting top talent to consider exit strategies. This concern is particularly acute given that talent acquisition and retention rank among the top three priorities for CEOs, according to The Conference Board's C-Suite Outlook 2025: Seizing the Future report. In an environment where leadership stability is closely tied to employee confidence and organizational performance, the presence of interim leadership can undermine efforts to attract and retain key talent, exacerbating existing workforce challenges. Despite the risks, interim CEOs can be beneficial when used strategically: However, these benefits are only realized when interim roles are part of a well-thought-out governance strategy rather than a reactionary measure. Several factors contribute to inadequate succession planning: These issues are compounded by a trend of shorter CEO tenures, averaging just 8.3 years, indicating decreasing tolerance for missteps and increasing pressure on boards to find quick replacements. The increasing dependence on interim CEOs underscores the need for robust succession planning. Boards and CHROs must collaborate to: By proactively addressing succession planning, organizations can minimize disruptions, maintain stakeholder confidence, and ensure sustained performance. In conclusion, while interim CEOs can serve as effective short-term solutions, their rising prevalence signals deeper governance challenges. Organizations must prioritize comprehensive succession planning to navigate leadership transitions successfully and uphold corporate stability.


Forbes
21 hours ago
- Business
- Forbes
Key Dates To Watch In EU Debate On Sustainability Reporting
European Union flags in front of the blurred European Parliament in Brussels, Belgium The requirements for sustainability reporting in the European Union are on the verge of being reduced as legislators consider sweeping changes to the Corporate Sustainability Reporting Directive and the Corporate Sustainability Due Diligence Directive. The Commission proposed reforms in the Omnibus Simplification Package. Now, those proposals are being debated in the Parliament and Council in anticipation of final approval by the end of 2025. However, with so many moving parts, it is difficult to keep track of when important votes may happen. Reforms to the CSDDD, also known as the CS3D, and the CSRD were proposed by the Commission in February, then sent to the Council and the Parliament for approval. The Council's deliberations are mostly behind closed doors. In the Parliament, the debate is public and working through multiple committees, giving interest parties and MEPs the opportunity to voice their opinions. The Parliament's Committee on Legal Affairs, known as JURI, is the primary committee that will produce the legislation that will be sent to the full Parliament for a vote. However, related committees will draft opinions to be considered during the process. Both the Committee on Economic and Monetary Affairs, known as ECON, and the Committee on the Environment, Climate and Food Safety, known as ENVI, posted amendments proposed by their respective members. ECON received 514 proposed amendments while ENVI received 473. Other committees that will be drafting opinions are Foreign Affairs, known as AFET, International Trade, known as INTA, and Employment and Social Affairs, known as EMPL. While AFET and INTA have not released any documents, EMPL has posted their draft opinion with 49 proposed amendments. Below are important dates to watch in the legislative process. The most important committee to follow will be JURI. June 3 - 5: Committee meetings for JURI, ECON, ENVI, EMPL, and AFET. For now, the Omnibus is not on the agenda for JURI. However, June 4 is the anticipated date for JURI to release the amendments proposed by committee members. EMPL will meet and vote on their draft opinion on June 4. EMPL members have until June 3 to offer amendments. ECON will meet and vote on their proposed amendments on June 4. With 514 proposed amendments, it is unclear how the committee will approach the opinion. The agendas for AFET, ECON, and ENVI do not include the omnibus. June 23 - 26: Committee meetings for JURI, ECON, ENVI, EMPL, AFET, INTA. June 27: Deadline for political groups to offer amendments. Following the deadline for amendments, the Parliament will enter into intergroup negotiations. These are 'informal exchanges' organized by the chairs of the political groups to allow MEPs to discuss proposals. July 14 - 15, September 1, and September 22 - 23: JURI Committee meetings. October 13: This is final regular JURI Committee meeting and the anticipated date that the Parliament will make their final vote on the Omnibus. October - December: Trilogue. Following the vote of the Parliament, designated representatives from the Parliament, Council, and Commission will enter into "trilogue" negotiations. The proposals from each of the three bodies will vary. The trilogue will negotiate the differences to produce a final directive. That directive will be sent to the Council and Parliament for a final vote. October 31: EFRAG will submit revised European Sustainability Reporting Standards to the Commission. These standards will be adopted by the Commission after the final passage of the omnibus. December: Final vote in Council and Parliament. The Commission is pushing hard for the Omnibus Simplification Package to be adopted by the end of 2025. However, there is a possibility it spills over into early 2026.


Forbes
2 days ago
- Business
- Forbes
What Leaders Can Learn From 50 Years Of Economic Insight
Almost everything we think we know about business is wrong. So argues Sir John Kay, one of Britain's most incisive economic thinkers. His latest book, The Corporation in the 21st Century, is a treasure trove of insights for leaders seeking to navigate volatility and uncertainty in today's markets. I recently had the privilege of participating in a conversation with Sir John Kay hosted by the University of Oxford's Kellogg College and Skoll Centre. Professor Joshua Getzler, Visiting Fellow Suzanne Schneider, and Professor Jonathan Michie OBE joined in the discussion of Kay's analysis of the transformation of business over the last half-century. His is a call to rethink not only what business is, but how we talk about it. Kay's reflections are both timeless and acutely relevant. What can today's leaders learn from his work? I offer three key takeaways. Kay reminds us that the dominant time horizons in business today – quarterly earnings, rapid investor turnover, short CEO tenures – are fundamentally at odds with the time horizons required to build the industries of the future. Supply chain resilience, energy security, and food security are but a few examples of the multi-generational challenges leading global businesses must solve to stay relevant. And yet, short-term incentives and flimsy governance mechanisms for long-term commitment continue to hamstring even the most forward-thinking companies. Part of the reason for this, Kay observes, is that corporate ownership has fundamentally shifted. Citing examples from airlines to Amazon, Kay points out that today's largest firms own little of the capital they deploy. Rather, capital is treated as a service, rendering the very concept of 'owning' a means of production outdated. This creates a fundamental mismatch between the investment horizons of businesses and the timelines on which the industries of the future depend. Kay's idea is this: If we are to build businesses that are truly resilient and trustworthy, we must reorient corporate governance around long-term value creation. In what I found to be the book's most compelling chapter, Ambiguity Is a Feature, Not a Bug, Kay addresses what he calls the need for 'moral imagination' in modern business. His comments call to mind the work of Elizabeth Anscombe, one of Oxford's most celebrated female philosophers, who argued, 'Our moral imagination is the ability to conjure what lies beyond our direct experience'. This is Kay's call to action for leaders: from scrupulously researched historical examples, he builds a compelling argument that stakeholders are not mere inputs to be managed, but ends in themselves. This reframes the conversation, inviting leaders to move from transactional to relational approaches to strategy. Rather than reducing debate to the tired binary of shareholder versus stakeholder capitalism, Kay invites us to ask a deeper question: 'How can a corporation create value in a way that is durable because it is mutual?' His conclusion is simple but profound: 'If the corporation is to flourish, it must contribute to the flourishing of the society in which it operates.' This is not sanctimonious. It is systems thinking, and it is smart. Perhaps Kay's most lasting legacy will be his insistence that today's business language – the metaphors, models, and assumptions leaders use daily – are anachronistic. The language of principal-agent, of command and control, of the firm as a machine – these no longer describe business well, if they ever did. In today's business landscape, they obscure as much as they explain. This matters because language shapes imagination. Imagination shapes action and innovation. If we want to build institutions that are fit for this century and the next, we must begin by speaking differently about what they are for and whom they serve. Kay's book is not merely a critique. It is an invitation to imagine better. In a time when the word 'capitalism' itself is often deployed as a rhetorical device rather than an analytical term, Kay calls for precision. His critique—that 'capitalism' means wildly different things in different contexts—is not pedantic. It is a vital insight. From the deregulated markets of the late 20th century to today's state-led capitalism to data-driven global economic giants, the realities of 'capitalism' differ starkly. So too should our analysis. Business has fundamentally changed since the last century. Remarkably, most of the vocabulary we use to describe it has not. And that, Kay argues, may be our greatest liability. Leaders must grapple with meaning. Today's leadership challenge is to build businesses that are not only efficient and competitive in the short term, but credible, trustworthy, and resilient over time. Sir John Kay's work is a masterclass in how to begin.


Associated Press
2 days ago
- Business
- Associated Press
SC2 RESPONDS TO SHERRITT AND REMINDS SHAREHOLDERS TO VOTE AGAINST INCUMBENT DIRECTORS
TORONTO, May 30, 2025 /CNW/ - SC2 Inc. ('SC2"), a significant shareholder of Sherritt International Corporation (TSX: S) ('Sherritt'), wishes to respond to Sherritt's recent letter to shareholders (the 'Letter'), a summary of which appeared in Sherritt's news release dated May 26, 2025. SC2 is disappointed, but not surprised, that Sherritt's leadership has elected to pursue a campaign of misinformation, attempting to entrench itself by distracting Sherritt shareholders from the real and pervasive issues facing Sherritt. In the Letter, the Sherritt board states that it has made 'significant progress' in delivering value to Sherritt shareholders. However, Sherritt's long-term performance tell a different story. Since September 2011, Sherritt's share price has declined by approximately 97%; Sherritt shareholders have experienced two rounds of equity dilution; Sherritt bondholders have undergone two restructurings; and both production and cash reserves have reached historic lows. In SC2's view, Sherritt's generous executive compensation arrangements do not reflect these facts. SC2 intends, therefore, to vote against all the incumbent members of the Sherritt board at the upcoming Annual and Special Meeting of Shareholders to be held on June 10, 2025 (the 'Meeting'), and encourages other Sherritt shareholders to do the same. The Letter also makes numerous false claims about SC2 and its affiliate, Seablinc Canada Inc. ('Seablinc'), and SC2 wishes to clarify two important points: The Letter fails to address several important concerns raised by SC2 regarding ongoing operational challenges, questionable corporate governance practices, and the lack of a clearly articulated long-term strategy to enhance shareholder value. The information in this news release may constitute a solicitation of a proxy under corporate and securities laws. Accordingly, SC2 is providing the disclosure required under the Canada Business Corporations Act and section 9.2(4) of National Instrument 51-102 – Continuous Disclosure Obligations in accordance with securities laws applicable to public broadcast solicitations. This news release and any solicitation made by SC2 in advance of the Meeting is, or will be, as applicable, made by SC2, and not by or on behalf of the management of Sherritt. All costs incurred for any solicitation will be borne by SC2, except that, subject to corporate and securities laws, SC2 may seek reimbursement from Sherritt for its out-of-pocket expenses, including proxy solicitation expenses and legal fees, incurred in connection with the solicitation. SC2 is not soliciting proxies in connection with the Meeting at this time. SC2 may solicit proxies pursuant to an information circular sent to shareholders, after which solicitations may be made by or on behalf of SC2, by mail, telephone, fax, email or other electronic means as well as by newspaper or other media advertising, and in person by directors, officers and employees of SC2, who will not be specifically remunerated for the solicitation. SC2 may also solicit proxies in reliance upon the public broadcast exemption to the solicitation requirements under corporate and securities laws, conveyed by way of public broadcast, including through news releases, speeches, or publications, and by any other manner permitted under Canadian corporate and securities laws. SC2 may engage the services of one or more agents and authorize other persons to assist in soliciting proxies on its behalf. SC2 is not requesting that shareholders submit proxies at this time. If SC2 commences a formal solicitation of proxies in connection with the Meeting, any proxy may be revoked by instrument in writing by the shareholder giving the proxy or by its duly authorized officer or attorney, or in any other manner permitted by law and the articles of Sherritt. None of SC2 or, to its knowledge, any of its associates or affiliates, has any material interest, direct or indirect, (a) in any transaction since the beginning of Sherritt's most recently completed financial year or in any proposed transaction that has materially affected or would materially affect Sherritt or any of its subsidiaries, or (b) by way of beneficial ownership of securities or otherwise, in any matter proposed to be acted on at the Meeting other than the election of directors or the appointment of auditors. Sherritt's head office address is Bay Adelaide Centre, East Tower, 22 Adelaide Street West, Suite 4220, Toronto, ON M5H 4E3. A copy of this news release may be obtained on Sherritt's SEDAR+ profile at SC2 is a shareholder of Sherritt. SC2 advocates for board accountability, operational discipline, and the creation of long-term value for all of Sherritt's stakeholders. SC2's affiliate, Seablinc Canada Inc., is a proud supplier to the Moa in Cuba. SOURCE SC2 Inc.


Globe and Mail
2 days ago
- Business
- Globe and Mail
Midori Announces Board Resignation
Vancouver, British Columbia--(Newsfile Corp. - May 29, 2025) - Midori Carbon Inc. (CSE: MIDO) (" Midori" or the " Company") announces that Matthew Lodge will be stepping down from its Board of Directors. The Company thanks Mr. Lodge for his valuable contributions as a director and wishes him well in his future endeavours. Additional information about Midori is available at or under its profile on SEDAR+ at ON BEHALF OF MIDORI CARBON INC. " Mark Rutledge" CEO and Director Neither the Canadian Securities Exchange nor any Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release. To view the source version of this press release, please visit