Corporate governance - Vigil

Attacks on activist investing often tread a familiar and well-worn road, long on inflammatory rhetoric and specious arguments and short on reason and respect for the facts. A recent example is a commentary by two Wachtell Lipton lawyers entitled “Corporate Governance Update: Holding Activists and Proxy Advisory Firms Accountable,” published in the New York Law Journal on May 26, 2016 (and discussed on the Forum here).

The SEC proposes rule requiring investment advisers to adopt business continuity plans.

Investors and regulators everywhere share a common interest in effective disclosures, robust corporate governance practices and strong corporate cultures, which are fundamental for fair and efficient markets and to achieve sustainable value. But, as the preamble to ICGN’s Global Governance Principles acknowledges, there are differences from jurisdiction to jurisdiction as to what precisely we are trying to achieve and the tools available to us. So, I thought I would begin by discussing the regulatory framework in the United States with respect to corporate governance matters and how the SEC, long known as “the disclosure agency,” fits into the framework. Then, reflecting on the extent of the SEC’s disclosure authority, I will discuss my perspective on the work we are doing on three important subjects on your agenda—board diversity; non-GAAP financial measures; and sustainability reporting.

Courts provide an important link between the legal system and economic development. Our paper, Do Courts Matter for Firm Value? Evidence from the U.S. Court System, which is publicly available on SSRN, studies if and how courts affect firm value. We distinguish between two main channels through which courts can impact firm value. First, courts may benefit firms by providing efficient and competent resolution of cases thus reducing legal uncertainty and litigation costs, a hypothesis we refer to as the efficiency channel. Alternatively, courts can affect firm value by transferring resources from plaintiffs such as customers or employees to shareholders (or vice versa), a business attitude channel.

SEC announces adoption of final rules requiring resource extraction companies to report certain payments made to governments.

The European Corporate Governance Institute is a pan-European not-for-profit organisation established to improve corporate governance through fostering independent scientific research and related activities.

In our article, Does the Market Value CEO Styles?, recently published in the American Economic Review, we study how investors perceive the skill set that different types of CEOs bring into their companies. A growing body of research offers evidence that CEOs and other top executives show large and persistent person-specific heterogeneity in their management styles.

“Managers of other people’s money rarely watch over it with the same anxious vigilance with which they watch over their own.” - Adam Smith After my last article appeared, a reader asked me how I look at executive compensation in each of the Nintai Charitable Trust’s investments. [...]

Xerox has agreed to appoint a top lieutenant of Carl Icahn to its board as the company prepares to split into two, according to a person familiar with the matter.

For over a decade hedge funds have utilized Delaware’s appraisal statute as a strategy to arbitrage either the statutory interest rate, or the possibility of a litigated capital gain, or both. Typically, hedge funds will buy into the stock of the target company after a merger is announced, and then litigate or settle the case at a premium above the deal price. Despite the protests of the corporate defense bar, the Delaware courts have held that this practice, whether or not desirable as a policy matter, is not legally prohibited.

Honeywell International said Dave Cote will step down as CEO on March 31 and be succeeded by Darius Adamczyk, who was promoted to president and chief operating officer in April.

TORONTO - This month, the University of Calgary paid $20,000 to regain access to its email system after a so-called ransomware cyber-attack. A year ago, As

Gerard Paulides, who led Shell’s $66 billion acquisition of BG, describes the thinking, the process, and the intensity behind the deal.