Category Archives: Investor relations

January 4, 2019 · 7:19 am

Catching up, part 3

Continuing from https://infogovnuggets.com/2019/01/04/catching-up-again/ and https://infogovnuggets.com/2019/01/04/catching-up-again-part-2/, and https://infogovnuggets.com/2019/01/04/catching-up-part-3/

  1. Conflicts with conflicts

    “Justice Department Chides McKinsey in Another Bankruptcy Case,” The Wall Street Journal, December 17, 2018.  McKinsey continues to fail to make what are viewed as adequate disclosures of conflicts when advising bankruptcy estates, and may not get paid for its work as a result.

  2. Voter data

    “Fight Over Voter Data Roils Democrats Ahead of Election,” The Wall Street Journal, December 17, 2018. Have Republicans been better than the Democrats at collecting and storing information?  What’s this worth?

  3. Your business partner wants you to call a shareholders’ meeting

    “Renault Urges Nissan to Call for Shareholder Meeting Following Nissan Indictment,” The Wall Street Journal, December 17, 2018.  Is this interfering with “your” governance?  Is this a compliance matter, or a partnership matter, where your partner is concerned that you are keeping your CEO as CEO while he sits in jail?

  4. Is a dance move “information”?

    “The ‘Fortnite’ Dance Move That Spawned a Lawsuit,” The Wall Street Journal, December 17, 2018.  While longer dance routine can be protected by copyright law (which was a bit surprising to me), not so (so far) for “snippets.”

  5. Hiding risk information may be a problem

    “Glencore-Controlled Miner to Be Fined by Canadian Authorities Over Congo Ops,” The Wall Street Journal, December 17, 2018.  Fine of $22 million for company and some of its former directors and executives for hiding the risks of doing business with someone connected to Congolese president.  Is a risk analysis information?  Can you hide that from the shareholders?

  6. Warning signs

    “Goldman Sachs Ignored 1MDB Warning Signs in Pursuit of Asian Business,.” The Wall Street Journal, December 18, 2018.  Can chasing business too hard lead one to ignore important information and sidestep important controls?  What controls can you put in place to avoid having this happen to you?  Is this an oversight issue?  Do criminal charges and huge fines lay ahead?

  7. VW vendor pleads

    “Volkswagen Supplier to Plead Guilty to Conspiracy, Pay $35 Million Fine in Emissions-Cheating Probe,” The Wall Street Journal, December 19, 2018. Company that designed the software used to fool or, as some say, cheat, the emission test pleads guilty to crime and pays a fine to US.  VW has paid more than $20 billion.  Is this just compliance-related, or is there also an information hook here?  Design a software to work around a government test.

  8. Looking for a whistleblower

    “Barclays Fined $15 Million by New York Over CEO’s Anti-Whistleblower Push,” The Wall Street Journal, December 19, 2018.  The CEO had tried to use the company’s security department to locate the writer of a letter critical of a recent hire.  He pressecd on, despite advice from the head lawyer and the chief compliance officer (costing him £642,000 in fines and £500,000 of his bonus).  So the shareholders pay more than the CEO did.  Go figure.

  9. Hiding the names of the guilty

    “Illinois Dioceses Withheld Names of Accused Priests, Report Says,” The Wall Street Journal, December 20, 2018.  Can you legally not disclose the name of an employee or a contractor who was accused of sexual abuse?  Is this a governance issue or a compliance issue or an information issue?  Or a reputation problem?

  10. Ethics and policies
    “Is It Really Five Stars? How to Spot Fake Amazon Reviews,” The Wall Street Journal, December 21, 2018. How Amazon goes about trying to separate the wheat from the chaff.  How does your company determine what’s a fake review and what’s the real deal?

  11. Information/price linkage

    “Room for Improvement? New Hotelier Tests an Algorithmic Pricing System,” The Wall Street Journal, December 22, 2018.  Using information about a customer and from a customer to establish the price for future sales to that customer.  Interesting linkages at a new hotel chain.

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January 4, 2019 · 5:22 am

Catching up again, part 2

Continuing from https://infogovnuggets.com/2019/01/04/catching-up-again/

  1. Pot calling the kettle black

    “Comey Tells House Panel He Suspected Giuliani Was Leaking FBI Information to Media,” The Wall Street Journal, December 10, 2018.  Former FBI Director Comey, who admitted to leaking information to a reporter through a law school professor, complains that someone else did it, too.

  2. Yes, we have no privacy

    “Thieves Can Now Nab Your Data in a Few Minutes for a Few Bucks,” The Wall Street Journal, December 10, 2018.  Following the series of major hacks of privacy data (e.g., Marriott, LinkedIn, Equifax, and Yahoo), “Every American person should assume all of their data is out there,” said one FBI agent.  Comforting.

  3. Duty to report

    “New Report Shows Olympics Executives Concealed Knowledge of Nassar Allegations,” The Wall Street Journal, December 11, 2018.  Executives knew information about sexual abuse allegations, and failed to report.  To whom did they breach a duty?

  4. Interesting intersection of the right to petition the government and your right to privacy

    “U.S. Investigating Fake Comments on ‘Net Neutrality,’” The Wall Street Journal, December 11, 2018. “Earlier this year, the FCC said it would upgrade its website to try to prevent fakery. … Several federal agencies warn that it is a felony to send falsified comments to the federal government when posting on websites soliciting opinions on federal rulemaking.”  What if the comments were anonymous?

  5. Lying or overspending on your expense account can get you canned

    “Under Armour Ousts Two Executives After Review of Expenses,” The Wall Street Journal, December 11, 2018. Complying with company policy and procedures is sort of kind of like a job requirement.  Even if you signed Jordan Spieth.  But how were they to know how much was too much?

  6. Weakest link?

    “Amazon, Amid Crackdown on Seller Scams, Fires Employees Over Data Leak,” The Wall Street Journal, December 11, 2018.  Employees bribed for access to inside information.  What’s your information worth to you?  To the briber?  To the (former) employee?  Do you have a policy against taking bribes?

  7. Collateral impact

    “Nissan-Renault Scandal Shows It’s Hard to Keep Car Alliances On Track,” The Wall Street Journal, December 12, 2018.  A scandal at your business partner can affect your company’s relationships.  Is that Governance?

  8. How do you deal with rumors?  Are they “information,” too?

    “Super Micro Finds No Malicious Hardware in Motherboards,” The Wall Street Journal, December 12, 2018.  This contradicts a prior report from Bloomberg.  How do you govern other sources of information?  Is using a trusted third party to investigate just standard crisis management planning?

  9. Should Compliance be more congenial?

    “Banks Get Kinder, Gentler Treatment Under Trump,” The Wall Street Journal, December 13, 2018.  Regulators are urged to be more collegial with the banks they regulate.  Is that better “Governance,” in the short term or in the long term?

  10. What does it say?

    “Renault Sticks With Carlos Ghosn as Internal Probe Finds No Illegality,” The Wall Street Journal, December 13, 2018.  What does it say to the rank-and-file when the Chairman gets arrested?  And when he’s thereafter kept in place?  The Board may have some explaining to do.

  11. What can your employer do with your information?

    “U.S. Companies Asked to Disclose More About Their Workers,” The Wall Street Journal, December 14, 2018.  Pension funds ask employers to disclose more information than the SEC currently requires.  Whose decision is that?  When and how can you object?

  12. Watch your contractors

    “Chinese Hackers Breach U.S. Navy Contractors,” The Wall Street Journal, December 15, 2018.  What’s this information worth, both to the US and to China?  How much do you look at the security at your vendors who process or create information for you? Are  they a weaker link than your employees? (See item 6, above.)

  13. Information and Governance and Compliance

    “PG&E Falsified Gas Safety Records, California Claims,” The Wall Street Journal, December 15, 2018.  From the explosion in San Bruno in 2010 (after which PG&E couldn’t find a bunch of inspection records relating to hundreds of miles of its pipelines) to more recent claims about fudging the records on pipeline locations, PG&E has had this problem for awhile.  For now, these are just allegations.  But what impact on every claim made against the company, and every claim made by it?  If they falsify safety records, do they falsify bills, too? “The [state regulator] last month expanded a continuing probe of PG&E’s safety practices and said it would explore the way the company is structured and managed.”  There seems to be a link between record-keeping and management and compliance and culture.

  14. Facebook, again

    “Facebook Bug Potentially Exposed Unshared Photos of Up 6.8 Million Users,” The Wall Street Journal, December 15, 2018.  One almost gets the idea that protecting your privacy is not a high priority for them.

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October 28, 2018 · 12:08 pm

What’s worse than a tweet?

“FBI Probes Tesla Over Production Figures,” The Wall Street Journal, October 27, 2018 A1.  FBI conducts a criminal investigation into whether Tesla knowingly overstated anticipated production figures and thereby misled investors.

What if Tesla knew at the time that it couldn’t and wouldn’t meet the production targets it was then continuously providing the market?  When does mere puffery become criminal?  What controls would you need to have to prevent this at your company?

Do you have them?  Are they enforced?

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October 27, 2018 · 12:14 pm

Management moves

No indication that this is Compliance-related; may just have been a personality conflict, or the continued shuffling of chairs under the new CEO.  But it certainly goes to Governance, which is at least tangentially related to information governance.

“Deutsche Bank Dismisses an Executive,” The Wall Street Journal, October 26, 2018 B10.  Bank dismisses its asset-management chief.

This may be just normal comings and goings.  But when a company dismisses/fires a member of its management board, it makes the news (probably has to be disclosed to the market especially since the guy handled the public offering of a major unit).  Especially when the company had fired its CEO earlier this year.

How is the rest of governance going there?  How’s the culture?  Is there a higher scrutiny of the bank this year?  On a whole host of issues?

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October 25, 2018 · 12:52 pm

Hackers look to make money

That’s a catchy headline.

“Facebook Thinks Hack Was Set by Spammers,” The Wall Street Journal, October 18, 2018 B1. FB says recent breach of ~30 million accounts was by spammers wanting to make profits, and not by nation states with evil motives.  FB will likely never find who took the information.

This raises a whole host of issues about information ownership and the duty of companies who handle and store your data.   And IT security, or insecurity.  Which is your favorite?  I personally favor what this says about the culture at FB; with these issues, the FB communication to the market and its shareholders and its customers speaks volumes about how FB views the risks of its business.  So now a denial is Information, by definition.

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October 16, 2018 · 8:34 pm

Hiding another ball

“HSBC to Pay $765 Million in U.S. Pact,” The Wall Street Journal, October 10, 2018 B12.  Bank hid the risks of defective mortgages for at least 2 years.  Sold mortgaged-back securities in the meantime.

“Wells Fargo … [paid] $2.09 billion to settle similar claims.”  Four other banks also settled.

Why do we keep our money in banks?  Weren’t they supposed to be safe?  What does it say about the Boards of these companies?  Did the directors screw up?

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October 15, 2018 · 10:29 am

Facebook again. Again.

“EU May Fine Facebook $1.63 Billion Over Breach,” The Wall Street Journal, October 1, 2018 B1.  The hack of 50 million Facebook users reported earlier may lead to a large fine against Facebook (4 times its annual revenue).  The regulator in Europe has demanded more information.

Impact of stock value not reported.

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August 11, 2018 · 12:49 pm

Loose lips, revisited

The prior post was about what you say and in what medium.  So’s this one.

“SEC Probes Musk Tweets On Possible Tesla Buyout,” The Wall Street Journal, August 9, 2018 A1.  Were Elon Musk’s tweets about having lined up financing for a buyout false or misleading?  The SEC may want to know.

So, is information false or misleading?  I thought we had freedom of speech?  And (altogether too much) freedom to tweet?

Falsely shouting fire in a crowded theater is still a bad thing (thank you, Justice Holmes).  As is misleading your shareholders.

Should a CEO of a listed company know better?  Loose lips sink ships.

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August 9, 2018 · 8:48 am

Gee, what could go wrong?

“Facebook Asks Banks for Customer Data,” The Wall Street Journal, August 7, 2018 A1. “[T]o offer new services to users,” Facebook asks banks for “detailed financial information about their customers.”

I can see what’s in it for Facebook, and maybe for the banks.  But isn’t this your information?  Shouldn’t you have some control what the banks do with it?  Are you comfortable with the controls the banks and Facebook will place on this information?  It might be convenient for you, but at what risk?

Do we remember Cambridge Analytica?  Will Facebook try to do this in Europe?

To whom do you complain?  Your elected representative?  Your bank?  The state or federal regulators?

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August 7, 2018 · 2:29 pm

We didn’t know

Knowledge, or lack thereof, is often a good defense.

“Fiat Says It Didn’t Know CEO was Ill,” The Wall Street Journal, July 27, 2018 B1.  Company says privacy of health care information meant they didn’t know that their CEO had been sick for a year.

Who knew or should have known?  Was this insider information that would affect the value of investments?

Should the Board have known?  Did the CEO have a duty to disclose?  For more than a year!

Governance, Compliance, and Information.  All in one.  Add a dash of privacy.

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