DEHNEN.s Corner
DEHNEN.s Corner

Sovereign wealth funds out of the supervisory boards: an appeal to Marco Buschmann and Theodor Weimer

Dear readers of GermanBoardNews, in the economic war between democracies and dictatorships, are companies now being targeted? The attack by Singapore’s sovereign wealth fund Temasek on Bayer Management Board member Werner Baumann makes me wonder. There are good reasons for Bayer’s criticism; I, too, am skeptical about some of its activities. But the timing raises serious questions (see our current analysis). Shareholder advocates have, in my view, rightly criticized the …

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DEHNEN.s Corner

Cabal in Oldenburg: What’s going on at governance role model Cewe?

Dear readers of GermanBoardNews, one headline in particular has surprised me in recent days: “Cewe CEO Friege must go – against the will of the Supervisory Board,” was the headline in the Handelsblatt newspaper. Against the will of the Supervisory Board? The lawyer in me was particularly reluctant, and on top of that: I had previously counted the photo service provider from Oldenburg as one of the few corporate governance …

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DEHNEN.s Corner

Hare and Hedgehog? The race between the Codex Commission and the EU Commission

Dear readers of GermanBoardNews, until this Friday, those interested in corporate governance can comment on the reform proposals submitted by the Government Commission on the German Corporate Governance Code (GCGC). In justifying the need for reform, the Commission states: Those who manage or supervise companies must take “ecological and social sustainability” more into account in the future. According to DCGK Chairman Rolf Nonnenmacher, expectations in this regard have “become much …

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DEHNEN.s Corner

Icahn & Co: How can you recognize a wolf in sheep’s clothing – and when is it too late?

Dear readers of GermanBoardNews, Do you remember Carl Icahn? The feared activist investor once served as the Role model for the film character Gordon Gekko (“Wall Street”). Icahn was seen by many as the epitome of a U.S. financial capitalist, ruthlessly seeking his own advantage and maximizing profits. What a contrast to the image the 86-year-old has recently cultivated: “Animals are one of the things I get emotional about,” Icahn …

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DEHNEN.s Corner

Corporate governance reform – traffic light proposal

Dear readers of GermanBoardNews, the topic of corporate governance does not play a significant role in the coalition agreement. Presumably, the SPD, the Greens and the FDP did not see any acute need for action after the Act to Strengthen Financial Market Integrity (FISG) came into force. I think that – and this will come as no surprise to them – is a mistake. To be sure, the FISG should …

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DEHNEN.s Corner

Why 2022 will be an exciting year

Supervisory Board liability, climate protection, Activist attacks: Why this year will be exciting Dear readers of GermanBoardNews, we are back from our winter break and hope that you have had a good start into the new year. Let me start the GBN year with African blessings for all boards: “.. that on your path through the new year there may be few stones, that they may be small and easy …

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DEHNEN.s Corner

Is that it for the independence of supervisory boards?

Aareal Bank, Software AG, ThyssenKrupp: Is that it for the independence of supervisory boards? Dear readers of GermanBoardNews, what do you remember about the 2021 AGM season? My impression is: there is no significant reverberation. In the public perception, the shareholders’ meetings have been largely silent – also due to Corona and the Bundestag election campaign. And to date, the vast majority of the players seem deeply relaxed: After all, …

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DEHNEN.s Corner

The legacy of Paul Achleitner and Ulrich Lehner – on strong halves and courageous decisions

Dear readers of GermanBoardNews, it’s a big surprise Alexander Wynaendts (61) is to be the new chairman of the supervisory board of Deutsche Bank and thus successor to Paul Achleitner. Alexander who? At the beginning of last week, even those familiar with the financial sector had to do some Googling to find out who would be occupying one of the most important posts in the German economy In the meantime, …

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DEHNEN.s Corner

Investors & auditors carry wrong thinking into companies

How investors and auditors bring wrong thinking into companies Dear readers of GermanBoardNews, it sounds as if a profound conflict is brewing. Financial investors have threatened the Big 4 to vote against their reappointment at general meetings in future, Manager Magazin reported at the beginning of the month. PwC & Co. would finally have to ensure that “climate-related risks are adequately considered and disclosed in annual financial statements”. I wonder, …

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DEHNEN.s Corner

ESG & Climate Protection: Without G there’s neither E nor S!

Without G, there’s no E or S: What ESG analysts and investors neglect Dear readers of GermanBoardNews, at the World Climate Conference in Glasgow – hopefully – important decisions are being made for the future of our planet. It is already clear that the summit will bring climate protection even more into focus, including for boards of directors, supervisory boards and shareholders ESG ratings will thus become even more important …

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DEHNEN.s Corner

Will supervisory boards have to call Greenpeace in future? Comments on the EU Governance Directive

Dear readers of GermanBoardNews, important decisions by boards of directors and supervisory boards could be significantly delayed in the future. With the “Directive on Sustainable Corporate Governance”, the EU is planning new due diligence requirements for decision-makers and expanded legal action options for civil society groups. The Commission intends to present a first draft this month. At the heart of the rules is the obligation to take into account the …

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DEHNEN.s Corner

Veteran managers continue to dominate supervisory boards. Why this urgently needs to change.

Dear readers of GermanBoardNews, we are witnessing the next showdown between investors and the company: Shareholder advisory firm ISS has recommended that Tesla shareholders remove two board members – Kimbal Musk (brother of company CEO Elon Musk), and James Murdoch (son of media mogul Rupert Murdoch). Murdoch’s actions in particular seem to be a thorn in the side of ISS experts. He sits on central board committees and is therefore …

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