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Weekly Roundup: February 12–February 18

Posted by HLS Forum on Corporate Governance and Financial Regulation, on
Friday, February 19, 2016

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Weekly Roundup
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This roundup contains a collection of the posts published on the Forum during the week of February 12, 2016 to February 18, 2016.

2015 Annual Corporate Governance Review

Posted by Rajeev Kumar, Georgeson Inc., on Friday, February 12, 2016

Tags: Board composition, Boards of Directors, Diversity, Engagement, Equity-based compensation, ESG, Executive Compensation, Institutional Investors, Political spending, Proxy access, Proxy advisors, Proxy fights, Proxy season, Say on pay, Securities Regulation, Shareholder activism, Shareholder proposals, Shareholder voting

2016 CCAR Instructions and Supervisory Scenarios

Posted by Dan Ryan, PricewaterhouseCoopers LLP, on Saturday, February 13, 2016

Tags: Banks, Capital markets, Capital requirements, Federal Reserve, Financial institutions, Financial Regulation,Forecasting, Foreign banks, Prudence, Risk management, Shocks, Stress tests

Three Things Nominating Committees Need to Know

Posted by Ruby Sharma & Ann Yerger, EY Center for Board Matters, Ernst & Young LLP, on Sunday, February 14, 2016

Tags: Board composition, Board turnover, Boards of Directors, Director nominations, Director qualifications, Diversity,Executive Compensation, Firm performance, Institutional Investors, Nominating committees, Proxy advisors, Shareholder voting

Maintaining Director Confidentiality

Posted by Steven B. Stokdyk and Joel H. Trotter, Latham & Watkins LLP, on Monday, February 15, 2016

Tags: Board communication, Boards of Directors, Compliance and disclosure interpretation, Confidentiality,Cybersecurity, Director liability, Disclosure, Risk management

The “New Insiders”: Rethinking Independent Directors’ Tenure

Posted by Yaron Nili, Harvard Law School, on Tuesday, February 16, 2016

Tags: Board composition, Board independence, Board performance, Board turnover, Boards of Directors, Institutional voting, Outside directors, Private ordering, Securities Regulation, Shareholder voting

Changes to SEC Rules Governing Mutual Fund Transfer Agents

Posted by Bryan Chegwidden and John M. Loder, Ropes & Gray LLP, on Tuesday, February 16, 2016

Tags: Conflicts of interest, Cybersecurity, Disclosure, Mutual funds, Reporting regulation, SEC, SEC rulemaking,Securities Act, Securities Regulation, Transfer agents

Political Activism and Firm Innovation

Posted by Syed Walid Reza, SUNY Binghamton, on Wednesday, February 17, 2016

Tags: Firm performance, Information asymmetries, Information environment, Innovation, Political spending, Shocks

Sodali Institutional Investor Survey 2016

Posted by Kiran Vasantham, Sodali, on Wednesday, February 17, 2016

Tags: Board composition, Board meetings, Engagement, ESG, EU, Executive Compensation, Institutional Investors,International governance, Proxy advisors, Say on pay, Shareholder communications, Shareholder elections, Shareholder rights, Surveys, UK

Trust Busting: The Effect of Fraud on Investor Behavior

Posted by Umit Gurun, University of Texas at Dallas, on Thursday, February 18, 2016

Tags: Behavioral finance, Bernard Madoff, Investment advisers, Reputation, Risk-taking, SEC, Securities enforcement,Securities fraud, Securities Regulation, Shocks, Social capital, Social networks

Delaware Companies with Non-Classified Boards

Posted by Philip Richter, Fried, Frank, Harris, Shriver & Jacobson LLP, on Thursday, February 18, 2016

Tags: Board declassification, Boards of Directors, Charter & bylaws, Classified boards, Delaware cases, Delaware law,DGCL, DGCL s.141, Director nominations, Disclosure, Majority voting, Ousting directors, Shareholder proposals,Shareholder suits, Staggered boards

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