Why shorter board terms are dangerous – and how Brexit makes for good governance.

Dear readers of GermanBoardNews, this AGM season it is noticeable that numerous companies are shortening the terms of office for supervisory boards from five to four years (also for our Supervisory Board Member of the Week). As justification, the companies point with astonishing unanimity to recommendations of the German Corporate Governance Code (DCGK) and “expectations” of investors. So this can’t be a bad thing. Or can it? I would like …

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Elmar Degenhart

Greensill scandal: where is the debate on the independence and attitude of supervisory boards?

Dear readers of GermanBoardNews, “Greensill” – greed meets stupidity? Yet the city treasurers wanted to be so clever. It takes an effort not to be outraged again. Because the pattern is always the same. First everyone is naïve, then everyone knows better and has quickly identified the culprits. Of course, the state financial supervisory authority must not be left out, and the denunciation of its failures is often supplemented by …

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Climate protection: The Corporate Governance Code is supposed to fix it – a dangerous aberration.

Dear readers of GermanBoardNews, after the Federal Ministry of Justice, the German Corporate Governance Code (GCGC) is now also on the minds of the environment, finance and economics ministries. The German government’s Sustainable Finance Advisory Board, which was set up by the three ministries, has high hopes for the Code: in its latest report, the board recommends that “minimum standards for the sustainability competencies” of management and supervisory boards be …

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What Christian Sewing and Kasper Rorsted must ask themselves – and how companies lure loyal small shareholders.

Dear readers of GermanBoardNews, the AGM season has not yet really taken off – and yet we are already seeing some headlines that invite us to reflect. Deutsche Bank and Daimler – despite Corona – are reporting surprisingly high profits for 2020. And Deutsche Bank has another headline to its credit: The ECB is putting a damper on the bank’s bonus plans, the FAZ reported a few days ago. Other …

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Michael Kemmer and the Code Commission: What questions the new member raises

Dear readers of GermanBoardNews, a deserving manager is leaving the so-called Government Commission on the German Corporate Governance Code: Wulf von Schimmelmann, a member of the Board of Management of Deutsche Post for many years, is leaving at the end of February after five years. And despite my critical view of the Commission’s work, it is worth noting at this point: Professor von Schimmelmann has rendered outstanding services to corporate …

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offener brief

Good Governance? Why we must not leave Larry Fink in charge of interpretation.

Dear readers of GermanBoardNews, BlackRock CEO Larry Fink has written his annual “CEO Letter” again, and it is all about climate protection. From my point of view, this is hardly surprising, but perhaps I have already gotten used to the fact that Fink sounds like a left-wing critic of capitalism. But this habitus should not tempt anyone to smile at him or to take his messages lightly. His wake-up call …

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ThyssenKrupp & Wirecard: Excesses of the corporate governance system crisis – and opportunity for real change.

Dear readers of the GermanBoardNews, two weeks ago I announced at this point that I would be carrying out an updated assessment of the ThyssenKrupp case. Seiher has made the issue more explosive: The Supervisory Board was severely criticized for its decision to grant the Executive Board members special compensation. I also consider the bonuses to be very questionable in view of the situation of the Company. Admittedly, the whole …

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Deutsche Börse & ISS – Is the influence of institutional investors on corporate governance standards and management growing?

Dear readers of the GermanBoardNews, in the past few days, there has been even more activity in Corporate Governance Germany than we had expected. Without wanting to define priorities, we will only be able to deal with some topics in greater depth in the coming issues. I am thinking here of the new quota regulation for members of the Management Board and the Wirecard Committee of Inquiry (as well as …

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Trade unions are getting involved in the corporate governance discussion. Is this the start of real dialogue?

Dear readers of the GermanBoardNews, following the Wirecard scandal, everyone is (finally!) discussing corporate governance, and employee representatives have now also joined in: This week, the Mining, Chemical and Energy Industrial Union (IG BCE) called for a “readjustment of the conflict resolution in the supervisory boards”. Behind this is the idea of making controversial strategic decisions “in a mediation process with a neutral arbitrator” – and no longer through the …

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The power of investors: Why stronger supervisory boards would be the bitter pill for Paul Singer & Co

Dear readers of the GermanBoardNews, this week, the 123-page draft of a law to strengthen financial market integrity (Financial Market Integrity Strengthening Act – FISG) was published. Already the view of the objective (“… Recent events have shown that especially the balance sheet control must be strengthened and the audit of annual accounts must be further regulated…”): With this law, the Federal Ministry of Finance and the Federal Ministry of …

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Holding decision-makers accountable without stifling them – a proposal for a new paragraph in the Stock Corporation Act

Dear readers of the GermanBoardNews, while we eagerly await the initial results of the Bundestag investigative committee in the Wirecard case and the new DAX rules of Deutsche Börse, the first political reforms are beginning to emerge. However, it would certainly not have been enough if the main lesson to be learned from the Wirecard case were to strengthen BaFin. After all, it is well known that there are “bad …

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