35 Quotes by Charles Elson

Failure to be independent and failure to be circumspect carries a serious threat of liability.

At the time, people thought the Gilberts were like Don Quixote. But because of that case, it legitimized the use of the shareholder resolution,

A few years ago, something that appeared incorrect might not be changed. Today, with heightened concern over complete accuracy, the definition of materiality has gotten a lot broader.

The big question is: Was this a failure of internal controls, or a failure of the board itself? How did something this large escape their notice?

The whole idea of parachutes was to keep executives from standing in the way of valid transactions. What they seem to have become, because of their large size, is an incentive to do transactions.

This indicates some receptiveness to calls for better governance.

This is the quintessential case of shareholder activism, and we can thank the Gilberts for it.

It's entrepreneurial returns for managerial conduct. Exxon was there long before Mr. Raymond was there and will be there long after he leaves. Yet he received Rockefeller returns without taking the Rockefeller risk.

It's a good thing. I view shareholder activism that's designed to increase shareholder value long term as positive.