Corporate governance - Vigil

The U.S. IPO underwriting market is highly profitable. IPO gross spreads, most of which cluster at 7% of the proceeds, are high in both absolute terms and relative to those in other countries. In addition, returns on IPO stocks on the first day of trading (i.e. IPO underpricing) are even higher than the gross spreads, leaving much money on the table. Investors who are allocated underpriced IPO shares are beneficiaries of the money left on the table.

Deposit insurance spread throughout the world in the latter half of the 20th century as a result of external and internal political pressures favoring its adoption (Demirgüç-Kunt, Kane and Laeven 2008).

Beleaguered for-profit tertiary level education provider ITT Educational Services closed its doors abruptly in September as U.S. federal regulators clamped down on the company following a long series of accounting and oversight scandals. In an August 2016 letter addressed to the company, the U.S.

We are pleased to share Shearman & Sterling’s 2016 Corporate Governance & Executive Compensation Survey of the 100 largest US public companies. This year’s Survey, the 14th in our series, examines some of the most important governance and executive compensation practices facing boards today and identifies best practices and emerging trends. Our analysis will provide you with insights into how companies approach governance issues and will allow you to benchmark your company’s corporate governance practices against the best practices we have identified.

Cara reported earnings of 27 cents per share in the period ended Sept. 25, compared with 36 cents in the same period a year earlier

The Commodity Futures Trading Commission (CFTC) recently proposed new regulations that will significantly affect international swap transactions.[1] At present, international swap market participants look to the CFTC’s 2013 Interpretive Guidance and Policy Statement Regarding Compliance Wit

The Shareholder Services Association (SSA) held its annual conference in Chicago on July 19-22, commemorating 70 years as a trusted resource for issuers, transfer agents and service providers.

On Oct. 19, 2016, the Board of Governors of the Federal Reserve System (“Federal Reserve”), the Office of the Comptroller of the Currency (“OCC”) and the Federal Deposit Insurance Corporation (“FDIC,” collectively the “Agencies”) issued a joint advance notice of proposed rulemaking (“Notice”) inviting public comment on cybersecurity regulations and guidance designed to improve the safety and soundness of the U.S. financial system.

One aspect of mergers and acquisitions that is receiving growing attention is the relevance of privacy issues [1] under U.S. and European Union (“EU”) laws as well as the laws of a growing number of other jurisdictions. [2] This two-part blog post discusses the principal M&A-related privacy risks and highlights certain “traps” that are often overlooked.

Historically, corporate bylaws have been the “sleepy hollow” of a corporation’s constitution. They typically specify the offices that comprise the corporation’s leadership team, the corporation’s fiscal year and signing officers for the corporation. Bylaws have tended to be uncontroversial. Today, however, in an era of increased shareholder activism, bylaws have become a venue for corporate governance reform.

Goldman Sachs CEO Lloyd Blankfein is not in favor of repealing the 2010 Dodd Frank Act in its entirety, becoming an influential Wall Street banker to voice support for maintaining some post-crisis regulations after the election of Republican Donald Trump. Blankfein's comments came as the Trump transition team said it [...]

Every year, the National Association of Corporate Directors (NACD) prepares a major report by a Blue Ribbon Commission composed of leaders from the corporate governance community. The NACD board debates three possible topics and picks one. This year it was unanimous: “Building a the Strategic-Asset Board.” Below, the leaders of the effort, Bonnie Hill and Richard Koppes, discuss the commission’s watershed report, which tackles a series of fraught topics with a heavy dose of tough love aimed at boards too sluggish or passive to change to meet changing times. Their remarks have been edited for length and style.