"We engaged with directors of a U.S. financial company that was fined for fraud, expressing our concerns about the board's responsibility in preventing and responding to the matter," Vanguard wrote. "We questioned a key committee's ability to fulfill its obligations to implement an effective risk oversight structure. Based on our engagement, we concluded that certain directors had fallen short of their responsibility to understand the risks and culture of the company and to challenge management when necessary, and our funds voted against their reelection. All directors were reelected, though several by a slim margin. Given the strong rebuke by shareholders, the company has since announced a series of changes at the board level that are responsive to many concerns expressed by shareholders."