On September 17, 2015, Skadden presented a webinar titled “Proxy Access: Latest Developments.” The panelists were Art Crozier, Chairman of Innisfree M&A Incorporated; Mike Garland, Assistant Comptroller for Corporate...more
10/7/2015
/ Board of Directors ,
Continuous Holder Requirement ,
Director Nominations ,
Institutional Shareholder Services (ISS) ,
Proxy Access ,
Proxy Access Rule ,
Proxy Season ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals ,
Shareholder Votes ,
Stock Ownership
Although the 2015 annual meeting season is still winding down, there is no doubt that proxy access has gained considerable momentum and will remain a front-and-center corporate governance issue for the foreseeable future. For...more
The U.S. Court of Appeals for the Third Circuit issued a decision on April 14, 2015 that reversed a U.S. District Court opinion and vacated a permanent injunction that would have required Wal-Mart Stores, Inc. to include a...more
4/16/2015
/ Appeals ,
Board of Directors ,
Corporate Governance ,
Ordinary Business Exception ,
Permanent Injunctions ,
Proxy Statements ,
Reversal ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shareholder Proposals ,
Wal-Mart
Although Insights is intended to cover a wide range of issues, there are a number of topics we believe will be of particular interest to directors and senior corporate executives. Below is an introduction to these topics and...more
1/29/2015
/ Board of Directors ,
C-Suite Executives ,
Corporate Counsel ,
Corporate Governance ,
Cybersecurity ,
Directors ,
Fiduciary Duty ,
Proxy Access Rule ,
Regulatory Standards ,
Risk Management ,
Shareholder Activism ,
Shareholders
For a number of years, the message for directors of U.S. public companies has been that their decisions face greater and greater scrutiny. While some of this enhanced scrutiny has come from federal and state governments,...more
In This Issue:
- Incorporate lessons from 2013 say-on-pay results
- Prepare for new Form SD (Specialized Disclosure) filing requirements
- Ensure compliance with revised listing standards related to compensation...more
12/10/2013
/ Audits ,
Board of Directors ,
Compensation Committee ,
Compliance ,
Corporate Governance ,
Disclosure Requirements ,
Dodd-Frank ,
Executive Compensation ,
Filing Requirements ,
Form SD ,
Forum Selection ,
Internal Revenue Code (IRC) ,
Pay Ratio ,
PCAOB ,
Say-on-Pay ,
Section 162(m) ,
Securities and Exchange Commission (SEC) ,
Shareholder Votes ,
Shareholders
A board’s decision as to whether, when and how to terminate the employment of a CEO and hire a successor is among the most critical decisions facing the board of any company — large or small, public or private, established or...more
Say-on-pay has contributed to an environment where shareholder engagement is an increasingly critical component of corporate governance.
In this section, we take a broad look at the corporate governance landscape to...more