Henry D. Wolfe

Quote published by this FT newsletter regarding how extraordinary it would be have a presidential candidate that communicted the founding principle of self-governance.

Comment regarding surprise at the extent of Biden's anti-business and anti-capitalist approach to governing.

Rebutal to one of the newsletter's authors who suggested that "American Exceptionalism" is suspect and that the country needed more "collectivism" than individualism.

Quote in the Financial Times's Swamp Notes regarding the perils of the Biden administration's industrial policy.

E-Mail to Inc. magazine in response to a request to readers for "how to rebrand capitalism to help Gen Z accept it more readily" was expanded into an article. Article makes the argument that capitalism does not need a rebranding because it is not a brand. Provides abbreviated description of the major behavioral aspects of capitalism with a heavy emphasis on agency and personal responsibility.

Response to question posed by newsletter author re whether or not the media understands what motivates Trump supporters.

Quote in the Financial Times "Swamp Notes" regarding the risks inherent in Bidenomics and industrial policy in general in addition to comment regarding current "job satisfaction."

A philosophical treatise on the pursuit or denial of individual dreams.

Quote in opposition to a Financial Times piece on the the need for a post-neoliberalism (post-market driven) economy. Drawing on the work of Nobel Laureate in Economics Edmund Phelps and Jonathan Haidt, Wolfe offers a view on one of the major, and dangerous, underlying causes of today's growing opposition to capitalism.

Wolfe quoted in article by Tony Chapelle in regard to risks to shareholders if those advocating stakeholder model consider all stakeholders equal.

Provides all of the essential elements that must be present for a roll up or industry consolidation strategy to succeed and maximize value for investors.

Discussion of a more entrepreneurial performance and value creation oriented governance model to replace the current public company governance model and in contrast to the new model proposed by the Business Roundtable.

Quote from Wolfe criticizing the wide-spread condemnation of the big tech companies and pointing out the potential negative impact on budding entrepreneurs.

Excerpted from Wolfe's book "Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value." This pieces provides a highly unconventional look at what is required from both a responsibility and skills/track record perspective to fill the role of non-executive chairman on a Value Maximization Board. Shows why just the separation of the Chairman and CEO roles is not good enough i.e. that it matters greatly who is in the role if the intent is to… Show more

Excerpted from Wolfe's book "Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value." This pieces provides a highly unconventional look at what is required from both a responsibility and skills/track record perspective to fill the role of non-executive chairman on a Value Maximization Board. Shows why just the separation of the Chairman and CEO roles is not good enough i.e. that it matters greatly who is in the role if the intent is to maximize performance and value. Show less

Article written by Tony Chapelle quotes Wolfe on various aspects of capital allocation, the shortfall in public company boards in this regard and the need for more directors with sophisticated investor experience and mindsets.

Excerpted from Wolfe's book "Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value." In-depth analysis of the shortfalls of the public company governance model in the context of capital allocation optimization and maximization of company performance and shareholder value.

A synopsis of the multiple anti-capitalist efforts being made to change public company corporate governance thereby weakening the governance model which in its current state was already sub-optimal in regard to high performance and value maximization.

Article raises serious concern regarding a deterioration of the values that support capitalism and the risk to the U.S. as a result.

Short case studies from author's experience as to how selection for board members should work.

Case study of the complete replacement of the board of Darden Restaurants by Starboard Value and how this governance model aligns with the Value Maximization Model proposed in Wolfe's book "Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value."

Article delves into how the selection of board members at public companies tends to be the antithesis of what is needed for a board to ensure that capital allocation is optimized and company performance and shareholder value are maximized.

Warren Buffet provided a number of comments on public company boards in Berkshire Hathaway's 2019 annual report. This article provides thoughts and analysis on these comments.

Article contrasts the efficacy of the public company governance model with that of the portfolio companies of private equity firms. Case studies are included of board restructurings and transformations to support the argument of the higher performance that results from approximating or implementing the private equity model at companies which previously functioned with the standard public company governance model.

Examples of how the boards of the companies profiled in the book "The Outsiders: Eight Unconventional CEOs and Their Radically Rational Blueprint for Success" did not adhere to the tenets of modern "good governance" yet their companies were far and away the top long-term performers in the history of American business. Also offers examples of some of the rigid governance evaluation "rules" that have no basis in rationality and performance.

Provides evidence in the decline of the competitiveness of America's companies and individuals and consequences of this decline.

Case study from author's personal experience regarding the turnaround of a troubled company by a board of directors consisting of hard nosed capitalists. One highlight of the study is the significant increase in the morale of the management and employees which challenges to current arguments for "stakeholder" governance.

A step by step critical analysis of the new corporate governance model proposed by the Business Roundtable and the flaws inherent within this model if the assumption is that all stakeholders are to be treated "equally."

A compendium of governance topics edited by Dr. Richard Leblanc. Wolfe contributed Chapter 5 entitled “The Non-Executive Chairman: Toward A Shareholder Value Maximization Role.” This chapter, taking a capitalist view, goes beyond the vague idea of the separation of the Chairman and CEO roles into the responsibilities of the Non-Executive Chairman in the context of what should be the board’s primary responsibility: Optimization of capital allocation and maximization of company performance and… Show more

A compendium of governance topics edited by Dr. Richard Leblanc. Wolfe contributed Chapter 5 entitled “The Non-Executive Chairman: Toward A Shareholder Value Maximization Role.” This chapter, taking a capitalist view, goes beyond the vague idea of the separation of the Chairman and CEO roles into the responsibilities of the Non-Executive Chairman in the context of what should be the board’s primary responsibility: Optimization of capital allocation and maximization of company performance and shareholder value. It also explores the qualities, skills and track record required for high performance in this role.

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Quote regarding experience with companies near failure resulting in large part due to their paternalistic corporate cultures and the hard-nosed capitalists that were required to fix these companies and infuse them with new energy and excitement.

Excerpts from Wolfe's book Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value

Description of 8 characteristics of a great corporate director. In this context, "great" implies that the director is exceptionally good a engaging in and contributing to the value maximization process.

While all of the rage in the corporate governance community (and beyond) is on CEO pay this article argues that this focus misses the more important issue: Selecting the RIGHT CEO in the first place. What CEOs are paid is pale in comparison to the annual costs of poor CEO choice as in-depth research shows. Adds an additional element to Wolfe's larger argument that the public company governance model results in less than the full development of a company's potential.

Interview regarding the poor director selection criteria driven by the current suboptimal public company governance mode. Also addresses the key selection criteria that would be created as a result of a shift to a value maximization governance model.

Interviewed by ValueWalk Podcast regarding my book Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value

Treatise on the concept of hidden and undervalued assets, the value creation potential from same and a discussion of how public company boards are a hidden and undervalued asset.

Interview with The Contrarian Investor regarding the ideas behind my book Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value

Presents arguments against the theme of a Financial Times article on the "negative" short-term impact resulting from actions by activist investors and presents a case that the real problem is the public company governance model rather than activist investors.

Review of "Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value"

Examination of the shortfalls of the Bed, Bath & Beyond board of directors resulting from the public company governance model and its extreme negative impact on BB&B's capital allocation. performance and value.

Analysis of the shortfalls and underperformance of the current public company governance model with proposal for a new more robust governance model designed for the board to be capable of ensuring optimal capital allocation and maximum company performance and shareholder value.

This unique book is decidedly not just another tome on corporate governance. Instead, think of it as an investment thesis and memorandum with a radical prescription for optimizing capital allocation and maximizing longer-term company performance and shareholder value at public companies. When a company has assets that are undervalued and/or underperforming, an opportunity exists to create value, in some cases, materially. Public company boards are one such asset.

Article that addresses the fallacies of the criticisms of shareholder value maximization and shareholder primacy, correctly defines shareholder value maximization and then makes the case as to why maximizing shareholder value is the the focus needed by the boards of all public companies.

A look at what is missing in director selection criteria, why competence should be the only criterion and what specific competencies are required for the full development of the board as an asset that ensures the optimization of capital allocation and the maximization of company performance and shareholder value rather than an underperforming oversight body.

Wolfe's comments included in article in regard to the lack of capital allocation skills on the part of the members of GE's board.

Excerpt from Wolfe's book, Governance Arbitrage: Blowing Up the Public Company Governance Model to Maximize Long-Term Shareholder Value.

Letter in response to piece by Margaret Hefferman entitled "The Google Affair Bares Silicon Valley's Trust Deficit" in which she describes the "horrible state of affairs" brought on by "hyper-capitalism."

A compendium of topics edited by Dr. Richard Leblanc. Wolfe contributed Chapter 5 entitled “The Non-Executive Chairman: Toward A Shareholder Value Maximization Role.” This chapter goes beyond the vague idea of the separation of the Chairman and CEO roles into the responsibilities of the Non-Executive Chairman in the context of what should be the board’s primary responsibility: Maximization of capital allocation, company performance and shareholder value. It also explores the qualities, skills… Show more

A compendium of topics edited by Dr. Richard Leblanc. Wolfe contributed Chapter 5 entitled “The Non-Executive Chairman: Toward A Shareholder Value Maximization Role.” This chapter goes beyond the vague idea of the separation of the Chairman and CEO roles into the responsibilities of the Non-Executive Chairman in the context of what should be the board’s primary responsibility: Maximization of capital allocation, company performance and shareholder value. It also explores the qualities, skills and track record required for high performance in this role. Show less

Overview of the qualifications for the non-executive chairman position as viewed through the lens of shareholder value maximization

Excerpts from an essay entitled "The Non-Negotiables of Board Leadership" focusing on the non-executive chairman's key role in the maximization of shareholder value

A high level overview of the role of the chairman, process for restructuring the board and go-forward steps in troubled and/or underperforming companies.

Letter to the editor about the shortcomings of WorldCom's board of directors in regard to capital budgeting and monitoring of capital expenditures against the capital budget.