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In their Corporate Governance column David A. Katz and Laura A. McIntosh write: Lawmakers are taking significant steps toward much-needed regulation of
Though British companies aren’t a big part of our markets, there are plenty of North American companies operating across the pond. Here’s who to watch
Unlike most other countries, the U.S. taxes corporations on earnings generated anywhere in the world. This means that U.S. corporations have a strong tax incentive to renounce their U.S. incorporation and redomicile in a foreign country.
On April 15, 2016, President Obama issued an Executive Order entitled “Steps to Increase Competition and Better Inform Consumers and Workers to Support Continued Growth of the American Economy.”
Foreign firms represent a significant proportion of firms trading in US markets. These firms, like listed US firms, are subject to monitoring by the Securities Exchange Commission (SEC). However, because of SEC’s tripartite mission to protect investors, maintain fair, orderly, and efficient markets, and facilitate capital formation, it is not obvious how SEC monitoring of foreign firms compares with US firms. In particular, SEC may balance the need for rigorous monitoring of foreign firms to protect US investors with an approach that facilitates capital formation by attracting foreign firms to list in the US.
Monsanto, however, said it was willing to keep talking about a potential deal.
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.
Bombardier Inc. has removed from its production schedule an order for C Series aircraft placed six years ago by bankrupt Republic Airways Holdings Inc.
As the frequency and severity of cyber attacks against global businesses continue to escalate, both companies and their investors are coming to terms with a grim reality: Data breaches, or cyber incidents, are no longer a matter of if but when. Having put to rest rose-colored notions of eliminating this threat, investors are looking to boards for leadership in addressing the risks and mitigating the damage associated with cyber incidents.
To what extent does equity play a role in limited liability company (“LLC”) law? To what extent do courts retain the judicial discretion “to do right and justice” [1] in circumstances in which the LLC statute and the applicable LLC agreement do not otherwise offer an adequate remedy to an aggrieved LLC member or manager?
Italian law provides for a fairly unique and interesting mechanism allowing “minority” shareholders to appoint a percentage of board members. In a nutshell, this system—called “list voting” or “slate voting” and regulated by the “Consolidated Law on Financial Markets”—injects an element of proportionality in the election of the board.
A showdown looms Wednesday for Exxon Mobil Corp. over proxy access, the latest push by investors seeking greater influence at the board level.
Xerox Corp.’s Ursula Burns is giving up the title of chief executive when the 110-year-old company splits in two later this year.
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CEOs at the biggest companies got a 4.5 percent pay raise last year -- almost double the typical American worker's rate
Telstra’s plans to boost shareholder returns have been complicated by a lawsuit to stymie its stake sale in Autohome, a Chinese car-buying website.
Remarks at the Meeting of the SEC Advisory Committee on Small and Emerging Companies, by Commissioner Michael S. Piwowar, Washington, D.C., May 18, 2016
What should the role of inside (in-house) lawyers be within the corporation? What, if any, obligations to the corporate entity should inside lawyers have to disrupt the material misconduct of their client representatives (to wit: senior managers, including the CEO)?
How do we get millennials on boards? It is not about entitlement, it is about organizational survival.
Alibaba Group Holding Ltd (BABA.N) said it was being investigated by the U.S. Securities and Exchange Commission over whether the Chinese e-commerce company's accounting practices violated any federal laws.
This column is part of Globe Careers’ Leadership Lab series, where executives and experts share their views and advice about leadership and management. Follow us at@Globe_Careers. Find all Leadership Lab stories attgam.ca/leadershiplab
The market for corporate control has become increasingly global over the past decades, with cross-border mergers and acquisitions (M&As) now accounting for more than a third of M&A activity worldwide. To date, empirical studies that have investigated the potential cross-country spillovers in governance and legal standards mainly focused on the economic implications for shareholder wealth, relating the governance regimes in the countries of bidder and target to shareholder returns, to the takeover premium demanded by target shareholders in deals involving equity offers, to changes in the valuation of non-targeted rival firms and even of entire industries in which cross-border deals occur.
In our new paper, Resource Accumulation through Economic Ties: Evidence from Venture Capital, which was recently published in the Journal of Financial Economics, we develop a robust and generalizable methodology that allows us to separately identify the seeking of similar versus highly or differently endowed partners. We estimate our model in a setting in which organizational networks are of primary importance: the VC industry.
In our paper Divided Loyalties? The Role of Defense Litigation Counsel in Shareholder M&A Litigation, we examine the role of defense litigation counsel in merger and acquisitions (M&A) litigation. We theorize that defense litigation counsel may have two possibly conflicting roles in this litigation.
In a landmark decision on May 5, 2016, the New York Court of Appeals held that challenges to going-private mergers where there is a controlling stockholder must be reviewed under the deferential business judgment rule rather than the more exacting “entire fairness” standard of review, as long as certain protections for minority stockholders are in place from the time the transaction is proposed. See In the Matter of Kenneth Cole Productions, Inc., S’holder Litig.,—N.E.3d—, 2016 WL 2350133 (N.Y. 2016). In so holding, New York’s highest court adopted the same standard of review announced by the Delaware Supreme Court in Kahn v. M&F Worldwide Corp., 88 A.3d 635, 648-49 (Del. 2014).
Bayer AG's proposed takeover of Monsanto Co. could increase regulatory scrutiny on the merger between Dow and DuPont.
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