Harvard Law School Forum on Corporate Governance

Hmm. This is actually an interesting experiment. Marking for favorites to check up on (side idea, expiring or favorites with deadlines ):

My name is John Carter II, but in the greyweb underbelly, where I provide morally questionable, but otherwise perfectly legal items, I am known as OnlyEatsCheetos69. While I am not openly listed on any companies' documents, I have enough access and influence in them. I don't really lurk in the shadows, but if you ever wondered as to why FinCEN suspended CTA reporting requirements[1], then imagine me being very, very persuasive.

But that is not who I really am or what I am really into. While my family name and crest ( 7 headed Cerberus - do not bother looking for it online; we are way too cool leave something this valuable open to the online masses ) are well-known to those that must know, we exist in relative obscurity.

There is a reason for it. There is information, we do not believe should exist on the internet. But being the rebel that I am, I will now divulge some of our little known secrets:

- in 1980, I moved my vessel to another continent, where I could more openly pursue my otherwordly interests - in 1999, me and Satoshi had a small get together, where we discussed the idea of international, digital currency - in 2009 I uncovered credible conspiracy guaranteed to remake the world and squashed it mildly hard my under well endowed heel. You are welcome. - in 2019 I held a closed presentation on a more.. live munition intended for…

The current market so far. Interest rates will rise and CC transactions will migrate over time to less costly rails starting in the next 12-18 months (although Radar, Identity, and other value add products are likely to see continued use and rev growth). Imho, Stripe should've IPO'd at the top ~12+_ months ago.

EDIT: @pbriet (HN throttling, can't reply directly to your comment)

In the US, Zelle does $490B worth of volume annually (2021), all CC networks combined do about $1.9T (2021). That's significant volume for a real time payment system, and it's not even fully baked within the US financial ecosystem. FedNow [1] [2] [3] rails go live next year with instant settlement, moving up to $500k in value for 5 cents (what the bank partner charges the banking customer is up to them). I expect that to move the needle, considering merchants can charge a CC surcharge per SCOTUS' Expressions Hair Design v. Schneiderman (No. 15-1391) ruling. If you compare India's UPI implementation to CC volume, the open platform is fairly successful [4], hence my thesis (and this pattern is repeated, you'll find, across other economies where a low cost real time payment system is present).

CC companies are raising their rates because their margin is soon to be compressed. Ignore BNPL, that's a feature/product masquerading as a business (see: Klarna's down round, Affirms' decline in share price, etc) and regulators are coming for it [5].

TLDR A new fintech product from the Fed is likely to shift…

CEOs will often have unfavorable characteristics. From startups to billion dollar corporations I've experienced far fewer "genuine" CEOs than narcissistic assholes. The latter are so prevalent because they take the valuation of the company as one of their primary drivers. This means that, for them, removing any obstacle (customers included) is the path they will traverse.

I think the problems with "successful" CEOs don't paint the complete picture. Many CEOs come in after the hard work has been done and "final phase" CEOs enshittify the product and treat their partners and customers vastly differently than they did during their build phase. I experienced this first hand at Palo Alto Networks. At the time their second CEO (Mark McLaughlin) had just come into the org. Mark was one of those few genuine CEOs I experienced, probably one of the least narcissistic I've seen at that point in a young company's trajectory. However Nikesh Arora (Mark's successor) is a complete narcissistic asshole. I still talk to many in leadership there on the regular and the consistent theme is he's surely the reason PAN support and product quality has taken a dive compared to the engineering focus on product and customers back in the early 2010s.

There are a lot of papers surrounding CEOs and many look at the narcissistic angle [0][1][2]. The reality is a lot of these companies could operate just fine without a CEO. I find it hard to believe CEOs are even remotely worth their compensation…

If you're dissatisfied with this stuff, I wouldn't talk to management to solve this, but instead I'd work on communicating with ESG funds and ask them to change their guidelines for their DEI initiatives. Let me explain.

The corporation you work for is just trying to get a better ESG score. The DEI initiative and programs were probably handed down in some quasi-government fashion from Blackrock and other ESG funds who chose investments and even board votes based on that. Your company's HR department might have had all this mandated from Blackrock who has a ton of control on the boards of publicly traded companies. Corporations have to regularly report their DEI initiatives to Blackrock and other ESG funds.

"Last week, BlackRock released its 2021 proxy voting guidelines for the U.S. and other major markets ... These updated materials demonstrate how BlackRock intends to pair higher expectations for corporate responsiveness across a number of topics, including diversity, equity and inclusion and environmental risk, with a greater willingness to vote against management where these expectations are not met."

"In 2021, BlackRock will expect disclosure of workforce demographics, such as gender, race, and ethnicity in line with the EEO-1 Survey, along with steps being taken to advance diversity, equity, and inclusion. Where BlackRock believes disclosures or practices fall short of market or peer practice, it may vote against members of the appropriate committee or support…

Naked short selling [1] and short and distort [2][3] were also a big part of the pump and dump then the crash, they nearly broke the entire market.

> During the takeover of The Bear Stearns Companies by J.P. Morgan Chase in March 2008, reports swirled that short sellers were spreading rumors to drive down Bear Stearns' share price. Democratic Senator Christopher Dodd felt this was more than rumors and said, "This is about collusion." Chase was victimized by a similar "short and distort" scheme six years earlier when rumors arose about its purported relationship with Enron.

Naked short selling rules went into effect Thursday, Sept. 18, 2008 three days after the Sept. 15, 2008 Great Recession cliff that dropped Lehman and kicked it off [3]. Much cheaper to buy value and extract it when it is cheaper from a crash, the worst kind of players in the market extracted the value from the value creators.

Lots of the games played then are back with hedge funds creating movement to skim, short and distort and in some cases try to shakeup companies [3][4]. Amazon, Tesla, Apple, and many more are getting these attacks currently, we aren't ready for another big game, they might truly break public markets next time.

[1] https://www.sec.gov/news/press/2008/2008-204.htm

[2] https://en.wikipedia.org/wiki/Short_and_distort

[3] https://www.sec.gov/news/press-release/2018-190

[4] https://corpgov.law.harvard.edu/2017/11/27/short-activism-the-rise-in-anonymous-online-short-attacks/

> they have a fiduciary duty towards shareholders to reduce the cost (and if needed the quality) to the point of maximising profit.

This is the Friedman doctrine:

* https://en.wikipedia.org/wiki/Friedman_doctrine

It has been popular since the 1970s, but there is plenty of legal precedence that says otherwise:

* https://en.wikipedia.org/wiki/Stakeholder_theory

Including recent SCOTUS rulings:

> While it is certainly true that a central objective of for-profit corporations is to make money, modern corporate law does not require for-profit corporations to pursue profit at the expense of everything else, and many do not do so. For-profit corporations, with ownership approval, support a wide variety of charitable causes, and it is not at all uncommon for such corporations to further humanitarian and other altruistic objectives. Many examples come readily to mind. So long as its owners agree, a for-profit corporation may take costly pollution-control and energy-conservation measures that go beyond what the law requires. A for-profit corporation that operates facilities in other countries may exceed the requirements of local law regarding working conditions and benefits. If for-profit corporations may pursue such worthy objectives, there is no apparent reason why they may not further religious objectives as well.

* https://caselaw.findlaw.com/court/us-supreme-court/13-354.html

* https://supreme.justia.com/cases/federal/us/573/13-354/case.pdf

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