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Corporate governance score: methodology

The score answers one question: how fairly does the company treat its minority shareholders? It is not a rating of the business, its debt or its prospects — a profitable company can score 0 and a loss-making one can score 2.

Scale

• 2 — good. No material breaches in 10 years; dividend and buyback policy is followed; dilution is small or offset by buybacks; one share class, or unequal votes with a clear sunset.
• 1.5 — mostly good. One notable blemish: a one-off dilution for a deal at market price, a large but settled lawsuit, a one-time departure from dividend policy.
• 1 — mixed. Several episodes against minority holders, or one serious one.
• 0.5 — poor. Repeated episodes.
• 0 — systematically poor. Minority holders lost money directly because of decisions by the controlling holder, or fraud established by a court or regulator.

Every company starts at 2. Points are deducted for episodes (table below), and the result is rounded to the nearest 0.5 (x.25 and x.75 round up, in the company’s favour). Episodes older than 10 years count half, older than 15 years are not counted; an episode is dated by its resolution (court approval of a settlement, a regulator’s order, a shareholder vote). Fixing past behaviour (e.g. three straight years of dividends per policy) can add back up to 0.5.

Criteria and deductions

Not deducted: bribery cases that did not mislead investors (FCPA), cases about harm to customers or clients (fees, advice, account servicing) rather than the company’s own disclosure to its investors, industry-wide fines, unresolved lawsuits, share-price declines as such, dividend cuts at companies without a formal dividend policy, and skipped dividends in a loss year when the policy explicitly allows it.

Sources and what we publish

Every score was checked by hand. Facts come from primary sources — SEC EDGAR filings (10-K, proxy statements, 8-K), company disclosures, exchanges and regulators — or from leading business media (Reuters, Bloomberg, CNBC, WSJ). We publish a score only when every deduction, and every “no deduction”, is backed by such a source, the full checklist (share classes, dilution, dividends, disclosure, lawsuits and regulators, related parties) has been completed, and no unverified episode could move the score by 0.5 or more. Companies that don’t meet this bar show no score. Share-count and SBC figures are from SEC XBRL data, adjusted for splits.

Scores: US companies

Checked as of 2026-09-29. This is not investment advice.