NYSE Euronext released on Sep. 23, 2010, the final report of the NYSE-sponsored Commission on Corporate Governance. The commission, chaired by Larry W. Sonsini, chairman of Wilson Sonsini Goodrich & Rosati, was established in the fall of 2009 to examine core governance principles that could be widely supported by issuers, investors, directors, and other market participants. The report included a detailed review of the governance changes that have occurred over the past decade, and identified 10 core governance principles covering the scope of the board's authority, management's responsibility for governance, and the relationship between shareholders' trading activities, voting decisions and governance. Here from the report are those 10 principles:
* The board's fundamental objective should be to build long-term sustainable growth in shareholder value for the corporation.
* Successful corporate governance depends upon successful management of the company, as management has the primary responsibility for creating a culture of performance with integrity and ethical behavior.
* Good corporate governance should be integrated with the company's business strategy and not viewed as simply a compliance obligation.
* Shareholders have a responsibility and long-term economic interest to vote their shares in a reasoned and responsible manner, and should engage in a dialogue with companies in a thoughtful manner.
* While legislation and agency rule-making are important to establish the basic tenets of corporate governance, corporate governance issues are generally best solved through collaboration and market-based reforms.
* A critical component of good governance is transparency, as well-governed companies should ensure that they have appropriate disclosure policies and practices, and investors should also be held to appropriate levels of transparency, including disclosure of derivative or other security ownership on a timely basis.
* The Commission supports the NYSE's listing requirements...