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Dive Brief:
- A Werner Enterprises board member resigned effective last month, citing “ongoing material disagreements” with the carrier’s board, the company said in securities deposit dated Friday.
- Vikram Mansharamani, founder and chairman of Kelan Advisors, expressed interest in re-election to the board and then resigned after learning three days later that the nominating committee did not plan to nominate him, according to the filing.
- The disagreements, according to Mansharamani Resignation Letterfound “repeated related-party dealings, unquestioning commitment to ESG considerations as a primary strategy, and a refusal to sufficiently consider different perspectives.”
Dive Insight:
In newsletter the day after submitting his resignationMansharamani noted that the corporate social responsibility debate is framed as an either-or choice between profit or purpose – a framework he considers “counterproductive”.
“Perhaps the real problem is one of them short term?” he pondered.
In the long run, he noted, a business that doesn’t treat its employees well won’t have employees or a business. Corporations that pollute will damage the very environment in which executives raise their families. Most executives desire positive relationships with the communities in which they run their businesses, he noted.
“Only in the short term do some of these issues happen compromises,” Mansharamani wrote. “This leads me to conclude that a long-term orientation is the absolute best way forward.”
In his filing, Werner noted that he believes Mansharamani’s disagreements “are related to the discussions described above and different philosophies about how the Company and its Board of Directors should approach social responsibility and related corporate governance”.
The board discussed the issues with Mansharamani prior to his resignation at board and committee meetings where he was present, the company said in the filing.
“While the Company disagrees with the statements of Dr. Mansharamani, is carefully reviewing its policies and related practices and is taking seriously his report of continuing material disagreements with the Board,” Werner said. “The Company is proud of its commitment to stewardship, community engagement and effective corporate governance.”