Activist Investor
An investor who acquires a significant stake in a company and uses that position to push for strategic or management changes.
Analyst Rating
A Wall Street analyst's recommendation on a stock — typically Buy, Hold, or Sell — based on their research.
AGM
A mandatory yearly meeting where shareholders vote on board elections, executive pay, and company resolutions.
Articles of Incorporation
The foundational legal documents filed with a state to formally create a corporation.
Board Composition
The mix of skills, independence, and backgrounds among a company's board directors.
Board Independence
The proportion of directors with no material ties to a company, enabling unbiased oversight.
Board of Directors
The elected body of individuals responsible for overseeing a corporation's management and representing shareholders.
Capital Allocation
The process by which a company's management decides how to deploy its available financial resources among competing investments and returns.
CEO Duality
When one individual serves as both Chief Executive Officer and board chairman simultaneously.
CFA
The Chartered Financial Analyst credential, a globally recognized professional qualification for investment analysis and portfolio management.
CFP
The Certified Financial Planner credential, a professional standard for personal financial planning covering retirement, taxes, insurance, and estate planning.
CEO
The highest-ranking executive responsible for a company's overall strategy and operations.
CFO
The senior executive overseeing a company's financial strategy, reporting, and investor relations.
COO
The executive responsible for a company's day-to-day operations and strategy execution.
Classified Board
A board structure where directors serve staggered multi-year terms, preventing full board replacement in one vote.
Clawback
A contractual right to recover previously paid executive compensation after misconduct or restatements.
Compensation Committee
A board subcommittee of independent directors that sets and oversees executive compensation.
Bylaws
A company's internal rulebook governing board procedures, officer roles, and meeting protocols.
Corporate Charter
The foundational legal document that formally creates a corporation under state law.
Corporate Culture
The shared values, behaviors, and norms that define how an organization operates and makes decisions.
Corporate Purpose
The stated reason a company exists, extending beyond profit to encompass broader stakeholder value.
Corporate Secretary
A governance officer responsible for board compliance, official records, and shareholder meeting logistics.
Cumulative Voting
A voting method allowing shareholders to concentrate all votes on a single director candidate.
Declassified Board
A board structure where all directors stand for shareholder election every year.
Director Duties
The fiduciary obligations of board members, including duty of care and duty of loyalty.
Director Independence
A governance standard requiring directors to have no material ties that could impair their judgment.
Dividend Policy
A company's approach to determining how much of its earnings to distribute to shareholders as dividends versus retaining for growth.
Dual-Class Shares
A share structure with two classes carrying different voting rights, often used by founders to retain control.
Earnings Guidance
A company's forward-looking estimate of its expected future earnings or revenue, provided to investors and analysts.
Earnings Surprise
The difference between a company's actual reported earnings and analysts' consensus earnings estimate.
ESG Reporting
Disclosure of a company's environmental, social, and governance performance to investors and stakeholders.
ESG
A framework for evaluating companies on environmental impact, social responsibility, and corporate governance practices.
Executive Compensation
The total pay package for senior corporate executives, including salary, bonuses, stock options, and other benefits.
Family-Controlled Company
A business where a founding family retains sufficient voting power to influence major corporate decisions.
Fee-Only Advisor
A financial advisor who is compensated solely by client fees and earns no commissions from selling financial products.
Fiduciary Duty
A legal obligation to act in the best interests of another party, as directors owe to shareholders.
Financial Advisor
A professional who provides clients with financial guidance on investments, retirement, insurance, taxes, and overall financial planning.
Golden Parachute
A lucrative severance package guaranteed to executives upon job loss following a corporate takeover.
Holding Company
A parent corporation that owns controlling interests in subsidiaries without operating directly.
Independent Director
A board member with no material ties to the company, providing objective governance oversight.
Insider Trading Policy
Corporate rules restricting employees and directors from trading on material non-public information.
Investor Activism
When large shareholders use their ownership stakes to push for governance or strategic changes.
Institutional Investor
A large organization — such as a pension fund, mutual fund, or insurance company — that invests large sums in financial markets.
Majority Shareholder
An individual or entity owning more than 50% of a company's voting shares, granting effective control.
Majority Voting
A director election standard requiring more than 50% of votes cast for a candidate to be elected.
Nominating Committee
A board subcommittee that identifies director candidates, oversees board composition, and governs governance practices.
NDA
A legally binding contract preventing parties from sharing confidential information exchanged during business dealings.
Non-Executive Director
A board member who provides independent oversight without holding any management role in the company.
Corporate Officer
An executive appointed by the board to manage company operations with legal authority to represent the corporation.
Outside Director
A board member who is not employed by the company, providing independent judgment and external perspective.
Price Target
An analyst's forecast of a stock's expected price over the next 12 months, based on a fundamental valuation model.
Proxy Contest
A campaign by dissident shareholders to solicit proxies and win shareholder votes against company management.
Proxy Vote
A shareholder vote cast by an authorized representative on behalf of the shareholder, typically on corporate matters at an annual meeting.
Quorum
The minimum number of shareholders or directors required present for a meeting to be legally valid.
Related-Party Transaction
A business deal between a company and an insider — such as an executive, director, or major shareholder — creating potential conflicts of interest.
Remuneration Committee
A board subcommittee that sets executive pay, equivalent to the compensation committee in UK and international governance.
RSUs
A form of equity compensation where an employer promises to grant company shares to an employee upon meeting vesting conditions.
Retail Investor
An individual non-professional investor who buys and sells securities for their own personal account.
Say on Pay
A non-binding shareholder vote on a company's executive compensation package, required by the Dodd-Frank Act.
Shareholder Activism
Using equity ownership to pressure companies for governance, strategic, or operational changes.
Shareholder Agreement
A private contract among shareholders defining their rights, obligations, transfer restrictions, and exit procedures.
Shareholder Meeting
A formal gathering of a company's owners to vote on corporate matters, held annually or on an as-needed basis.
Shareholder Rights Plan
A poison pill defense that dilutes hostile acquirers by allowing shareholders to buy new shares at a steep discount.
Special Committee
An ad hoc board subcommittee of independent directors formed to evaluate conflict-of-interest transactions.
Staggered Board
A board structure where directors serve staggered multi-year terms, requiring several years to replace the full board.
Stakeholder Theory
A governance framework holding that companies owe obligations to employees, customers, and communities, not just shareholders.
Stewardship Code
A set of principles defining how institutional investors should engage with companies to promote good governance.
Stock Buyback
When a company repurchases its own outstanding shares from the market, reducing share count and increasing earnings per share.
Stock Options
The right granted to employees to purchase company stock at a predetermined price (strike price) within a set period.
Supermajority
A charter or bylaw provision requiring more than a simple majority — often 66.7% or 75% — for certain decisions.
Tender Offer Defense
Strategies used by a target company's board to resist or improve terms of an unwanted hostile acquisition bid.
Voting Rights
The power each share carries to participate in corporate decisions, ranging from one-vote-per-share to non-voting classes.
Wealth Management
A comprehensive financial advisory service combining investment management, tax planning, estate planning, and other services for high-net-worth individuals.
Whistleblower Protection
Legal safeguards shielding employees who report corporate fraud or misconduct from employer retaliation.