Douglas K. Chia

STAND WITH YOUR SCHOOL: Trump attacks 9 universities. Sign the alumni petition now. Are you an alum from one of the 9 schools the federal government just attacked? Sign this alumni petition now to support your school, defend democracy, and build a grassroots movement for campus freed...

Are you an alum from one of the 9 schools the federal government just attacked? Sign this alumni petition now to support your school, defend democracy, and build a grassroots movement for campus freedom across America. alumni.controlshift.app/petitions/tr...

Stanford newspaper sues Trump administration over student deportations The lawsuit challenges Secretary of State Marco Rubio’s ability to revoke student visas and deem an individual deportable based on the content of their speech.

Stanford University’s student-run newspaper sued two senior Trump administration officials Wednesday, challenging Secretary of State Marco Rubio’s ability to revoke student visas and deem an individual deportable based on the content of their speech.

So far, #MAHA = #Vape and drink #MexicanCoke, but stay away from #measles #vaccines and red #M&Ms.

Inflection Points and Bridges to the Future: Career Lessons from Corporate Governance's Defining Moments The future of corporate governance is being written right now, in boardrooms where AI is informing critical decisions, in virtual meetings that are redefining director engagement, in new frameworks fo...

Congratulations to my longtime friend and colleague, Jim Brashear, this year’s recipient of the Bracebridge H. Young Distinguished Service Award given by the Society for Corporate Governance. Here is the full text of Jim's acceptance speech. www.soundboardgovernance.com/post/inflect... #corpgov

Scenes from the #Society4CorporateGov 2025 National Conference. #corpgov

Something I’m prioritizing after #Society4CorporateGov Nat’l Conf: Reach out to 1 mentor to take them to lunch over the summer. Also 1 mentee. Hope you do too. It’s probably too long since you’ve seen or talked to them. What are you waiting for?

#Trump and #Vance will never admit it, but they’ve now conceded that #Zelensky was right and they were naive at the Rumble in the Oval.

Trump eventually did what John McCain wanted, which was to “Bomb bomb bomb, bomb bomb #Iran.” A take on a classic #BeachBoys hit. Random thought.

Protests that result in courts shutting down – the very courts that could block Trump from doing what they are protesting – seems… counterproductive (to put it mildly).

Opinion | Paxton, Trump and the Vast Coal Conspiracy The GOP claim is that money managers bought coal shares to produce less coal. Seriously.

www.wsj.com/opinion/paxt...

#ESG Derangement Syndrome

Yeah, baby! This judge worked for Ken Starr during the Whitewater investigation and was appointed to the District Court by GW Bush, so you can’t label him a liberal activist judge.

So did the #SCOTUS just start the process of executing Humphrey's Executor by a 6-person firing squad? I’m trying to imagine what #CorpGov Land will be like when all 5 #SEC Commissioners are Trump appointees and then potentially all replaced when (if?) a Democrat next occupies The White House.

Why punish these promising students? Many of them *will* resettle in the US, like my parents, in-laws, and countless other friends’ parents did after coming here for grad school. A federal judge has granted a TRO. How long is that going to last? What Trump and Noem are doing is incredibly offensive.

Imagine if you are a student from outside the US who last month was accepted to #Harvard College, Harvard Law School, Harvard Business School, Harvard Medical School (the list goes on) now being told that the US government won’t allow you attend this coming fall. www.thecrimson.com/article/2025...

When Trump Tells You to Eat It - Radical Compliance President Trump just told Walmart to eat the costs of higher tariffs. So, um, whatever happened to shareholder primacy?

I just wrote a post wondering whatever happened to shareholder primacy, and all the messy implications this could bring.

What Makes a Great Board Director? It’s Hard to Define, but It Has Rarely Been More Crucial As corporate crises become the rule, not the exception, more responsibility falls on the boards.

www.wsj.com/business/cor... #corpgov

“Being elevated to lead independent director ‘signals an extra degree of trust from the other board members,’ says Doug Chia, a senior fellow at the Center for Corporate Law and Governance at Rutgers Law School, who was consulted on the creation of the ranking’s methodology.”

The Wall Street Journal’s Ranking of Top Board Directors: How We Did It The ranking is based on 18 indicators from seven different data providers. Here’s a closer look at what went into the scores.

www.wsj.com/business/top...

The Top Corporate Board Directors Who are the most influential directors at big publicly traded U.S. companies? The first annual Wall Street Journal ranking identifies 251 of them.

Let the debates begin about the “most influential directors at big publicly traded US companies”! #corpgov (Full Disclosure: I was consulted on the creation of the ranking’s methodology.) www.wsj.com/business/c-s...

Trump Urges Walmart to Absorb Tariffs After Retailer Says It Could Raise Prices

And have the *shareholders* absorb it? WalMart has one of the largest market caps. It’s part of the Dow Jones Industrials. So it’s in practically everyone’s 401(k) and pension fund. www.nytimes.com/2025/05/17/u...

UnitedHealth’s Returning CEO to Get $61 Million Pay Package Stephen Hemsley would get stock options after three years, in some cases even if he doesn’t stay that long

Quoted in this article. “The all-or-nothing structure of the option award is striking, said Doug Chia, president of consulting firm Soundboard Governance and former corporate secretary for Johnson & Johnson. ‘It is basically saying, ‘We’re hiring him for three years.’’” www.wsj.com/business/uni...

I teach a corporate governance class at @law.rutgers.edu. Every semester I tell my students that Elon Musk will be providing us new material as the semester progresses. He always delivers!

But put that $23 million in the context of realizing $530 million since 2018 with more than 1/3 of that over the past six months as the company’s performance has been going down and it raises questions of what exactly is going on with the 10b5-1 plans.

Tesla’s Board Chair Made $198 Million Selling Stock as Profit Fell

Unbelievable. #corpgov $TSLA www.nytimes.com/2025/05/13/b...

Cadwalader, New York’s oldest law firm, struck a deal with President Trump to avoid a punitive executive order, but that added to an exodus of lawyers that has placed it on an uncertain footing

Which is why it’s misguided for Trump to declare English as the “official” language.

Most proxy statements these days have headshots of their director nominees. Check out what Reddit has in its proxy statement!

Barclays’ AGM disrupted by pro-Palestinian protesters Incident occurs as UK government prepares to clarify rules on whether shareholder meetings can be held online

The UK has not yet clarified whether companies can have virtual-only shareholder meetings. Expect that to be clarified by next year’s AGM season. #corpgov www.ft.com/content/66ee...

YouTube video by Angus for Governor The Builder

HELL YEAH! youtu.be/1T1lqlpEFDg?... @anguskingiii.bsky.social