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Recent Columns By Former NIRI CEO Louis Thompson

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Louis Thompson Jr. is the former president and chief executive officer of the National Investor Relations Institute, where he served for more than two decades. An adviser to the SEC and the NYSE, Thompson is currently serving a second term on the NYSE Individual Investor Advisory Committee. A former member of the Harvard University New Foundations Working Group on corporate governance, Thompson's most recent columns for Compliance Week are below:

  Title & Description Date Type of Article
1. Transparency, Disclosure Should Be Top SEC Priorities
One has to wonder if the old Shakespearean saying “timing is all” will become a guiding factor in which direction the Securities and Exchange Commission will go with a new administration and Congress.
 By Louis M. Thompson, Jr., Compliance Week Columnist
11/18/08 Columns & Editorials
2. Advanced IR Section Crucial to Corporate Websites
Last June, the director of the Securities and Exchange Commission’s Division of Corporation Finance, John White, addressed the annual conference of the National Investor Relations Institute. His message: “Communications is a big theme for the SEC. Companies, more and more, are using corporate Websites to provide information that we require. We at the Commission are on board with this, and we want to encourage it.”
 By Louis M. Thompson, Jr., Compliance Week Columnist
10/21/08 Columns & Editorials
3. Investor Relations Fixes in a Complex Economy
U.S. corporations are facing the most challenging environment for shareholder relations and communications since the recession of the early 1990s. Without question, the current economy is causing some companies to suffer from a “bunker mentality”—instead of going on the offense to tell their investors what their strategy is to deal with an uncertain economic environment, they close up, follow their course unswervingly, and hope for these trying times to pass.
 By Louis M. Thompson, Jr., Compliance Week Columnist
09/23/08 Columns & Editorials
4. Reforms That Favor Non-Financial Data
Significant public policy groups are jumping on a bandwagon to make corporate reporting more meaningful and useful and in a form that investors (institutional and individual alike) can digest in making better investment decisions. In the lead has been the Securities and Exchange Commission’s Advisory Committee on Improvements to Financial Reporting, which submitted its final report to the SEC last month.
 By Louis M. Thompson, Jr., Compliance Week Columnist
08/19/08 Columns & Editorials
5. Learning From This Year’s Proxy Season
This is not just another review of the recent proxy season for lessons learned. Instead, it’s a wake-up call for Corporate America that a new brand of activist investor has arrived on the scene that may well call for a change in how boards communicate with their major investors.
 By Louis M. Thompson, Jr., Compliance Week Columnist
07/22/08 Columns & Editorials
6. XBRL Meets Modern Investor Relations
Three years ago, the Securities and Exchange Commission introduced a financial reporting “tagging” concept called eXtensible Business Reporting Language (XBRL). Seventeen pioneers—including 3M Company, Altria Group, Microsoft, Pfizer, and Xerox—volunteered to file their financial statements using XBRL, to see what this new technology could do.
 By Louis M. Thompson, Jr., Compliance Week Columnist
06/17/08 Compliance Week Coverage
7. New CSR Paradigm: Share the Wealth, Blame
Corporate America is shifting from a business model where the shareholders who take all of the risk reign supreme to one in which shareholders share the social value limelight with other constituents: communities, suppliers, laborers, environmentalists, and the public. This is all occurring under the rubric of corporate social responsibility.
 By Louis M. Thompson, Jr., Compliance Week Columnist
05/20/08 Columns & Editorials
8. When Full Disclosure Still Isn’t Enough
Since 2001, most publicly held companies have viewed their legal disclosure obligation through the lens of Regulation Fair Disclosure. Reg FD was designed to stop the disclosure of material, non-public information—particularly earnings guidance—to a select group of analysts or investors and to level the playing field in disseminating material information.
 By Louis M. Thompson, Jr., Compliance Week Columnist
04/22/08 Columns & Editorials
9. Ready for Online Activism? I Didn’t Think So
Just as we are observing the power of the Internet in the current presidential primaries, Corporate America is about to experience a wake-up call regarding the same phenomenon. But in the corporate context, the campaigners are largely activist investors who will use the various Internet and social networking tools to win their proxy battles.
 By Louis M. Thompson, Jr., Compliance Week Columnist
03/18/08 Columns & Editorials
10. Below the Iceberg of Better Reporting
The Securities and Exchange Commission launched a much-needed initiative last year in creating the Advisory Committee on Improvements to Financial Reporting. The SEC staff will now review the Committee’s draft decision memo (you can see coverage of the memo in the “Rules and Proposals” section of the magazine this month) and make recommendations to the SEC for implementation.
 By Louis M. Thompson, Jr., Compliance Week Columnist
02/20/08 Columns & Editorials
11. Shareholder e-Forums: Useful Tool or Pitfall?
You probably overlooked this, but the Securities and Exchange Commission is trying something new with its latest amendments to federal proxy rules: encouraging public companies to establish online shareholder forums.
 By Louis M. Thompson, Jr., Compliance Week Columnist
01/15/08 Columns & Editorials
12. Who Speaks for the Silent Investor Majority?
The U.S. investor population is booming: more than 90 million individuals invested directly or indirectly in our securities market, according to most reliable estimates. Yet, as the Securities and Exchange Commission and self-regulatory organizations engage in rule making that affects individual investors, what organization truly represents their interests?
 By Louis M. Thompson, Jr., Compliance Week Columnist
12/11/07 Columns & Editorials
13. Perfecting the Art of Reputation Management
For years, corporations measured their achievements in terms of financial performance and focused on management decisions necessary to improve operations to achieve those results.
 By Louis M. Thompson, Jr.
11/20/07 Columns & Editorials
14. The CD&A: Communicate Beyond Compliance
As calendar-year companies begin preparing their Compensation Discussion & Analysis for their 2008 proxies, they are caught in the middle of the Securities and Exchange Commission’s desire for a “plain English” description of the “how and why” of executive compensation and the SEC staff’s demand for more detailed information. Those two imperatives come from the SEC’s targeted review of the new executive compensation disclosures filed earlier this year.
 By Louis M. Thompson, Jr., Compliance Week Columnist
10/23/07 Columns & Editorials
15. The CD&A: Communicate Beyond Compliance
As calendar-year companies begin preparing their Compensation Discussion & Analysis for their 2008 proxies, they are caught in the middle of the Securities and Exchange Commission’s desire for a “plain English” description of the “how and why” of executive compensation and the SEC staff’s demand for more detailed information. Those two imperatives come from the SEC’s targeted review of the new executive compensation disclosures filed earlier this year.
 By Louis M. Thompson, Jr., Compliance Week Columnist
10/23/07 Compliance Week Coverage
16. Cleaning Up Financial Reporting Language
When the Securities and Exchange Commission created its Advisory Committee on Improvements to Financial Reporting earlier this summer, one of its challenges was for corporations to make information more “investor friendly”—that is, more useful and understandable.
 By Louis M. Thompson, Jr., Compliance Week Columnist
09/18/07 Columns & Editorials
17. Changes in Market Trading, Investor Relations
If your investor relations department continues to practice in a traditional manner—especially in this rapidly changing investment environment—it will become increasingly irrelevant. Companies that recognize the forces of change and respond accordingly will have much greater success achieving strategic governance and shareholder communications goals.
 By Louis M. Thompson, Jr., Compliance Week Columnist
08/21/07 Columns & Editorials
18. Preparing To Enter The 2008 Perfect Storm
Corporations should heed early warnings that they may encounter a “perfect storm” during the 2008 proxy season. The lead elements in this storm are executive compensation, forthcoming proxy reforms, and the increasing power of shareholder democracy. The ultimate victims could be boards of directors that fail to pay sufficient attention to the potential impact of these factors.
 By Louis M. Thompson, Jr., Compliance Week Columnist
07/24/07 Compliance Week Coverage
19. Making The Most Of The IRO And IR Dept.
Given the increasing role of investor relations in bringing important intelligence to the board of directors, dealing with activist mutual and hedge funds that want to engage the board on strategy, and communicating with the investment community at a strategic level, it’s time for many companies to evaluate the best reporting relationship of IR within senior management.
 By Louis M. Thompson, Jr., Compliance Week Columnist
06/19/07 Columns & Editorials
20. The Individual Investor: A Potential ‘Swing’ Voter
As many of America’s publicly held companies have emerged from the 2007 proxy season, we've seen a number of trends: proposals dealing with say-on-pay, majority voting for election of directors, shareholder proxy access, the independent board chairman, and much more. We are also witnessing the growing role of institutional investor activists and “empty voting” by hedge funds casting votes with shares they don't actually own. It’s clear that the shareholder democracy era is in full swing.
 By Louis M. Thompson, Jr., Compliance Week Columnist
05/22/07 Columns & Editorials
21. How To Make ‘Investor Day’ Work For You
Public companies are increasingly turning to an “Investor Day” as a way to tell a broad audience of analysts and investors what the company is doing and where senior management sees it going.
 By Louis M. Thompson, Jr., Compliance Week Columnist
04/17/07 Columns & Editorials
22. Barbarians At The Gate; Do You Open Up?
An increasing number of companies will experience investors knocking on the board’s door asking to meet with the entire board or independent directors to take up their issues.
 By Louis M. Thompson, Jr., Compliance Week Columnist
03/20/07 Columns & Editorials
23. Shareholders And The New Proxy Disclosure
Companies subject to the new Securities and Exchange Commission rules on disclosure of executive compensation would be well advised to adopt the familiar Boy Scout motto: “Be Prepared.”
 By Louis M. Thompson, Jr., Compliance Week Columnist
02/21/07 Columns & Editorials
24. Investor Communications In An E-Proxy Era
If a corporate annual report fell in the forest, would it make any noise? Would anyone listen? And a related question: Is the traditional glossy annual report becoming a dinosaur as a means to communicate with investors?
 By Louis M. Thompson, Jr., Compliance Week Columnist
01/23/07 Columns & Editorials
25. The Rationale For Giving Earnings Guidance
It’s always a good practice for companies to review their corporate-disclosure policy—preferably a written document—at least annually. For calendar-year end companies in particular, now is a good time for the disclosure committee to review your company’s disclosure policy and recommend appropriate changes.
 By Louis M. Thompson, Jr., Compliance Week Columnist
12/19/06 Columns & Editorials
26. Shareholder Democracy To March On In ’07
The 2007 proxy season for calendar-year companies is just around the corner. Given all the changes that have happened so far in 2006 and still loom between now and the proxy season next spring, it’s worth taking a close look at what we are likely to see in 2007 and what companies need to do to prepare for that.
 By Louis M. Thompson, Jr., Compliance Week Columnist
11/21/06 Columns & Editorials
27. Buy-Side, Sell-Side: What’s A Company To Do?
It’s no longer business as usual in the world of investor relations. And the changes are coming faster than many senior corporate managers realize. For years, most companies could count on sell-side analysts to communicate their story to institutional and individual investors. And in most cases, the securities analysts’ research almost always included “buy” recommendations. But that changed after two important developments.
 By Louis M. Thompson, Jr., Compliance Week Columnist
10/24/06 Columns & Editorials
28. Making The New CD&A Count For Something
The SEC’s new rule on executive compensation disclosure is designed to provide institutional and—even more importantly, individual—investors a clear understanding of top executives’ total compensation and the company’s compensation goals and objectives. Unfortunately, the SEC’s “tone at the top”— Cox’s call for a war on complexity that would yield simplicity and clarity of SEC rules—apparently did not trickle down to those who crafted the 436-page regulation.
 By Louis M. Thompson, Jr., Compliance Week Columnist
09/19/06 Columns & Editorials

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