top of page
Stress test your leadership team before the stakes are real
All Posts


Alight: Who Really Controls a Public Company?
Public companies are often described as being owned by many people and managed in a fair and independent way. But Alight shows something different. Many people may own shares, but real power is held by a small group of large investors. These investors have most of the voting power. In June 2026, Alight made an important change.
Shareholders approved a new system where directors are elected every year. This change is important because it shows how decisions are really made.

Merlin @GovernanceCentral
15 hours ago3 min read


The 2026 Proxy Season: A System Quietly Rewritten
The 2026 proxy season looked like a slowdown—but it wasn’t. Fewer proposals, declining ESG momentum, and a major SEC shift quietly reshaped how shareholder governance actually works.

Merlin @GovernanceCentral
1 day ago3 min read


Capital Requires Clarity
For decades, you could build companies in America without saying who really owned them. That era is ending. The latest court ruling on the Corporate Transparency Act doesn’t just validate a law—it redefines accountability in modern markets.

Merlin @GovernanceCentral
3 days ago4 min read


What Citi’s Tokenized Private Share Platform Means for Private Markets
Citigroup’s tokenized private shares platform uses blockchain and digital depositary receipts to expand access to private markets, offering a new model for investing in private companies before IPO.

Merlin @GovernanceCentral
4 days ago3 min read


Starbucks May Spin Its Japan Platform: Capital, Control, and Conviction
Starbucks Japan’s IPO highlights important questions in corporate strategy, strategic options, and capital allocation. The case shows how boards and executives can evaluate growth, ownership structure, market positioning, and long-term value creation.

Merlin @GovernanceCentral
5 days ago3 min read


Toho Holdings Poison Pill Vote: Glass Lewis Says Reject Proposal 4 — A Governance Signal Investors Should Watch
Glass Lewis recommends that Toho Holdings shareholders vote AGAINST its proposed poison pill, citing “substantial governance concerns” and questioning whether the measure is in shareholders’ best interests. This vote highlights a broader issue in corporate governance: the balance between board control and shareholder rights.

Merlin @GovernanceCentral
6 days ago3 min read


H.B. Fuller, AMS, and the Capital Allocation Test Facing the Board
H.B. Fuller’s pursuit of Advanced Medical Solutions Group, or AMS, is not just an acquisition story. It is a corporate governance story about board oversight, leverage, and capital allocation discipline. Reuters reported that H.B. Fuller submitted an all-cash proposal on April 30, 2026, and had until June 18, 2026, under U.K. takeover rules to make a firm offer or walk away. Ancora says the move conflicts with a deleveraging-first posture. H.B. Fuller says disciplined M&A and

Merlin @GovernanceCentral
6 days ago7 min read


Should Heineken’s Board Hire an Outside CEO?
Yes—Heineken’s CEO search is best understood as a corporate governance decision, not just a management transition. The central issue is whether the board should preserve its tradition of promoting insiders or appoint an external CEO in response to investor pressure for change. That makes the story especially relevant for boards thinking about succession planning, leadership evaluation, and how governance should respond when long-standing company norms collide with shareholder

Merlin @GovernanceCentral
7 days ago1 min read
bottom of page

