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Board of Directors Institutional Investors

BCLP

Crisis of Trust: Corporate Governance Update 2023

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Following a series of accounting and audit scandals in recent years and what has been described as a “crisis of trust”, the UK Government, regulatory bodies, and institutional investor groups have set out to reform the UK’s...more

BCLP

Update from Parker Review 2023

BCLP on

An update report from the Parker Review on Ethnic Diversity highlights that 96% of FTSE 100 companies have met the target of at least one minority ethnic director on their boards. FTSE 250 companies are making progress...more

Cooley LLP

FPI Board Diversity

Cooley LLP on

Does Board Diversity Mean the Same Thing Worldwide? Now that Nasdaq’s board diversity matrix disclosure deadline has arrived, foreign private issuers (FPIs) and companies considering US initial public offerings are...more

Goodwin

California Law Requiring Female Directors on Public Company Boards Held Unconstitutional

Goodwin on

Ruling Follows Similar Decision on Underrepresented Minority Directors in April 2022 - A California court has held that California Senate Bill 826, which required that “publicly held” corporations that listed a California...more

Bass, Berry & Sims PLC

A Summary of Certain Proxy Advisory Firm and Institutional Investor Board Diversity Policies - 2022

Institutional investors and proxy advisory firms continue developing and refining their policies regarding board diversity. While gender diversity on public company boards has been in focus for some time now, institutional...more

BCLP

Despite California Court Ruling, Board Diversity Remains Center Stage

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Despite a California superior court’s recent ruling against a 2020 California law (AB 979), the move toward increasing board diversity is alive and well, as proxy advisory firms, institutional investors, Nasdaq and others...more

Benesch

Shareholders Seek to Hold Current and Former SolarWinds Officials Liable for Massive 2020 Security Breach

Benesch on

Investors filed a derivative suit claiming that the company knew about, and failed to mitigate known, existing cybersecurity risks and shortfalls prior to the security breach. In early November, pension funds and...more

Bass, Berry & Sims PLC

A Summary of Certain Proxy Advisory Firm and Institutional Investor Board Diversity Policies

Bass, Berry & Sims PLC on

Institutional investors and proxy advisory firms continue to develop and refine their policies regarding board diversity. While gender diversity on public company boards has been in focus for some time now, institutional...more

Benesch

ESG in 2021 – The Role of Board Oversight of Corporate Political Spending

Benesch on

Environmental, social and governance (or ESG) issues have been hot topics and buzzwords in corporate governance for well over a decade and these issues have increasingly grabbed the attention of corporations and their boards...more

Proskauer - The Capital Commitment

Poison Pills In the Wake of COVID-19: A Refresher on Terms and Variations of Shareholder Rights Plans

Shareholder rights plans, commonly known as “poison pills,” are arrangements that can be used by companies to stave off hostile takeovers or activist investors seeking to exert control over a company without paying a control...more

Perkins Coie

Board Oversight Is Critical in Crisis Management

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The coronavirus (COVID-19) outbreak and its possible impacts on corporations highlight the importance of the board of directors’ oversight function in times of crisis. Faced with a crisis, a board must consider both the...more

Cooley LLP

Blog: Strine proposes to reform the corporate governance system

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Who else but Delaware Chief Justice Leo Strine would bid his farewell to the Delaware bench with nothing less ambitious than a “comprehensive proposal to reform the American corporate governance system” laid out in a paper...more

Ballard Spahr LLP

Expanding Board Diversity Remains a Priority

Ballard Spahr LLP on

The push for increased diversity on corporate boards ramped up recently when Vanguard, a leader in mutual funds and asset management, released its 2019 Investment Stewardship Annual Report. The report, released on August 30,...more

Skadden, Arps, Slate, Meagher & Flom LLP

Recent Trends in Shareholder Activism

Shareholder activism remains pervasive in the corporate landscape, as many companies continue to face new, and sometimes more sophisticated, activist situations. Recent activism-related trends indicate that the landscape is...more

Foley & Lardner LLP

Shareholder Activism Pushes Boundaries of Board Duties

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Under the traditional model of corporate governance, boards of directors owe fiduciary duties to one group, and one group only — the company’s shareholders — to maximize the value of their shares. But, times are changing. In...more

Skadden, Arps, Slate, Meagher & Flom LLP

Express Your Views: ISS Launches Annual Policy Survey

Institutional Shareholder Services Inc. (ISS), an influential proxy advisory firm, has launched its annual policy survey to inform its benchmark voting policies for 2020 and beyond. In an effort to streamline the process, ISS...more

Stinson - Corporate & Securities Law Blog

ISS Opens Global Policy Survey for 2020

Institutional Shareholder Services Inc. has launched its Annual Policy Survey.  The survey is a key component of ISS’ annual benchmark policy development process, looking at potential policy changes globally for 2020 and...more

WilmerHale

Emails and Texts Could Constitute Corporate Books and Records

WilmerHale on

Directors, corporate secretaries and company counsel must be mindful of good corporate housekeeping practices involving the maintenance of corporate books and records. Earlier this year, a handful of Delaware court opinions...more

Dechert LLP

Financial Services Quarterly Report - Fourth Quarter 2018: Thinking of a UCITS? – Points to Consider

Dechert LLP on

With close to EUR 10 trillion in net assets,1 UCITS are an attractive proposition for managers. The UCITS brand is globally recognised and is firmly established as a product of choice for retail investors and institutions...more

A&O Shearman

2019 Proxy Season – Quick Reference Guide

A&O Shearman on

’Tis the season, and no, we do not mean the holiday season. Although it may seem like you just filed your 2018 proxy, the 2019 proxy season is upon us. This quick reference guide, which is intended to supplement Shearman &...more

Cooley LLP

Blog: Senator Warren introduces the Accountable Capitalism Act

Cooley LLP on

According to this column in the LA Times, it’s the “single most pernicious idea in modern American finance.” Can you guess? It’s the idea “that the corporation exists to ‘maximize shareholder wealth,’” the columnist...more

Womble Bond Dickinson

Quick Guide to Growing Your Competitive Advantage With ESG

Womble Bond Dickinson on

There is growing interest in the business community, and particularly among institutional investors, in Environmental, Social, and Governance factors (ESG) and best practices for integrating ESG into an enterprise’s core...more

Perkins Coie

A New Virtual (Meeting) Reality for Washington Corporations

Perkins Coie on

Amendments to the Washington Business Corporation Act (WBCA) that allow Washington corporations to hold “virtual” shareholder meetings became effective in June 2018. Prior to these amendments, Washington corporations could...more

Cooley LLP

Blog: Equilar Reports On Advances In Board Gender Diversity

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Happy International Women’s Day! According to the latest Equilar Gender Diversity Index (GDI), based on the current rate of growth, board gender parity for companies in the Russell 3000 is now expected to be achieved by...more

Cooley LLP

Blog: NACD Public Company Governance Survey Examines Key Trends And Board Priorities

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The National Association of Corporate Directors has released the results of its 2017-2018 Public Company Governance Survey of over a thousand direc­tors and executives. The survey looked at directors’ outlook for 2018 on key...more

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