Weekly Roundup: September 16–September 22, 2016

Weekly Roundup
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This roundup contains a collection of the posts published on the Forum during the week of September 16–September 22, 2016.

PROMESA and Puerto Rico’s Pathways to Solvency

Posted by Stephen Park, University of Connecticut, and Tim Samples, University of Georgia, on Friday, September 16, 2016

Tags: Bailouts, Bankruptcy, Bondholders, Bonds, Debt, Debtor-creditor law, Engagement, Incentives, Municipal securities,PROMESA, Puerto Rico, Restructurings, Securities regulation, Sovereign debt

Equity Market Structure in 2016 and for the Future

Posted by Mary Jo White, U.S. Securities & Exchange Commission, on Friday, September 16, 2016

Tags: Algorithmic trading, Audit trail, Broker-dealers, Capital markets, Disclosure, Exchange-traded funds, Financial technology, FINRA, High-frequency trading, Investor protection, Market conditions, Market efficiency, Proprietary trading,REG SCI, SEC, Securities regulation, Transparency

A Theory of Efficient Short-Termism

Posted by Richard T. Thakor, University of Minnesota, on Saturday, September 17, 2016

Tags: Agency costs, Agency model, Decision making, Firm performance, Incentives, Long-Term value, Management,Market efficiency, Moral hazard, Risk-taking, Shareholder activism, Shareholder value, Short-termism

Outsourcing Corporate Governance

Posted by Tao Li, Warwick Business School, on Sunday, September 18, 2016

Tags: Conflicts of interest, Glass Lewis, Information asymmetries, Information environment, Institutional Investors, ISS,Proxy advisors, Proxy voting, Shareholder activism, Shareholder elections, Shareholder value

The Role of Proxy Advisory Firms

Posted by Nadya Malenko, Boston College, and Yao Shen, Baruch College, on Monday, September 19, 2016

Tags: Executive Compensation, Executive performance, Firm performance, Institutional Investors, Institutional voting, ISS,Proxy advisors, Proxy voting, Say on pay, Shareholder activism, Shareholder voting

Why Don’t General Counsels Stop Corporate Crime?

Posted by Sureyya Burcu Avci and H. Nejat Seyhun, University of Michigan Ross School of Business, onMonday, September 19, 2016

Tags: Boards of Directors, Class actions, Corporate crime, Corporate fraud, General counsel, Information asymmetries,Inside counsel, Insider trading, Management, Misconduct, Oversight, Securities enforcement, SOX

The SEC’s Whistleblower Program: The Successful Early Years

Posted by Andrew Ceresney, U.S. Securities & Exchange Commission, on Monday, September 19, 2016

Tags: Compliance & ethics, Confidentiality, Corporate fraud, Dodd-Frank Act, FCPA, Misconduct, Rule 21F-17, SEC, SEC enforcement, SEC investigations, Securities enforcement, Securities fraud, Securities regulation, Whistleblowers

Shareholder Approval in M&A

Posted by Tingting Liu, Creighton University, on Tuesday, September 20, 2016

Tags: Acquisitions, CalPERS, Engagement, Listing standards, Mergers & acquisitions, NASDAQ, NYSE, Pension funds,Shareholder voting

Federal Court’s Denial of Excessive Fee Claims on Mutual Fund “Manager of Managers” Theory

Posted by John Donovan, Ropes & Gray LLP, on Tuesday, September 20, 2016

Tags: Fiduciary duties, Fund managers, Investment advisers, Liability standards, Mutual funds, Section 36(b), Securities regulation, U.S. federal courts

Buybacks and the Board: Director Perspectives on the Share Repurchase Revolution

Posted by Richard Fields, Tapestry Networks, on Tuesday, September 20, 2016

Tags: Boards of Directors, Capital structure, Disclosure, Executive Compensation, Incentives, Long-Term value,Management, Market conditions, R&D, Repurchases, Shareholder value, Short-termism, Stock returns, Surveys

What Do Private Equity Firms Say They Do?

Posted by Vladimir Mukharlyamov, Georgetown University, on Wednesday, September 21, 2016

Tags: Asset management, Capital structure, Equity capital, Firm performance, Fund managers, Incentives, Management,Oversight, Partnerships, Private equity, Surveys

A Gadfly’s Perspective

Posted by Jonathan Kalodimos, Oregon State University College of Business, on Wednesday, September 21, 2016

Tags: Boards of Directors, Capital allocation, Engagement, Institutional Investors, Management, Proxy season, Proxy voting, Repurchases, SEC, Shareholder activism, Shareholder proposals, Shareholder value

Evaluating Monetary Policy Operational Frameworks

Posted by Simon Potter, Federal Reserve Bank of New York, on Wednesday, September 21, 2016

Tags: Banks, Central banking, Federal Reserve, Financial crisis, Financial institutions, Financial regulation, Interest,Liquidity, Market efficiency, Monetary policy, Moral hazard, Risk, Systemic risk

Being Surprised by the Unsurprising: Earnings Seasonality and Stock Returns

Posted by Tom Y. Chang, University of Southern California, on Thursday, September 22, 2016

Tags: Analyst forecasts, Analysts, Behavioral finance, Earnings announcements, Financial reporting, Forecasting,Information environment, Market efficiency, Stock mispricing, Stock returns

The Law and Brexit VI

Posted by Thomas J. Reid, Davis Polk & Wardwell LLP, on Thursday, September 22, 2016

Tags: Banks, Brexit, Clearing houses, Cross-border transactions, Derivatives, EMIR, ESMA, EU, Europe, Financial institutions, Financial regulation, International governance, MiFID, OTC derivatives, Reporting regulation, Swaps,Switzerland, UK

2016 Global Board of Directors Survey

Posted by Julie Hembrock Daum, Spencer Stuart, and Susan Stautberg, WomenCorporateDirectors Foundation, on Thursday, September 22, 2016

Tags: Board composition, Board dynamics, Board evaluation, Board performance, Board turnover, Boards of Directors,Cybersecurity, Director qualifications, Diversity, Succession, Surveys