Weekly Roundup: May 18-24, 2018

This roundup contains a collection of the posts published on the Forum during the week of May 18-24, 2018.

Board Performance Evaluations that Add Value

Posted by Geoffrey Kiel and James Beck, Effective Governance Pty Ltd., on Friday, May 18, 2018

Tags: Board evaluation, Board performance, Boards of Directors, Firm performance, Shareholder value

Cryptocurrency Compensation: A Primer on Token-Based Awards

Posted by Alfredo B. D. Silva, Ali U. Nardali, and Aria Kashefi, Morrison & Foerster LLP, on Saturday, May 19, 2018

Tags: Blockchain, Cryptocurrency, Disclosure, Executive Compensation, ICOs, Securities regulation, State law, Stock options, Taxation

Does it Pay to Pay Attention?

Posted by Alberto Rossi (University of Maryland), on Sunday, May 20, 2018

Tags: Behavioral finance, Information asymmetries, Information environment, Oversight, Stock performance

Cash Windfalls and Acquisitions

Posted by Bastian von Beschwitz (Board of Governors of the Federal Reserve System), on Monday, May 21, 2018

Tags: Acquisitions, Agency costs, Cash flows, EU, Europe, Germany, International governance, Mergers & acquisitions, Shareholder value, Taxation

Non-Delaware Decisions on Director Nominations

Posted by David Berger, Amy Simmerman and Adrian S. Broderick, Wilson Sonsini Goodrich & Rosati, on Monday, May 21, 2018

Tags: Advanced notice, Antitakeover, Boards of Directors, Conflicts of interest, Management, Merger litigation, Mergers & acquisitions, Proxy contests, Shareholder nominations, Shareholder voting, State law, Takeover defenses, Xerox

The Conflicted Role of Proxy Advisors

Posted by Timothy M. Doyle, American Council for Capital Formation, on Tuesday, May 22, 2018

Tags: Boards of Directors, Corporate Governance Reform and Transparency Act, Glass Lewis, Institutional Investors, ISS, Proxy advisors, Securities regulation, Shareholder voting, Small firms

How Valuable are Independent Directors? Evidence from External Distractions

Posted by Ron Masulis (University of New South Wales) and Emma Zhang (Monash University), on Tuesday, May 22, 2018

Tags: Board dynamics, Board independence, Board performance, Boards of Directors, Director qualifications, Firm performance, Incentives

Elon Musk’s Compensation

Posted by Joseph Bachelder and Andy Tsang, McCarter & English LLP, on Tuesday, May 22, 2018

Tags: Accounting, Dual-class stock, Elon Musk, Equity-based compensation, Executive Compensation, Pay for performance, Stock options, Tax Cuts and Jobs Act, Taxation, Tesla

Summary of MSCI Consultation Paper on Voting Rights and Index Inclusion

Posted by Dimitris Melas, MSCI, Inc., on Tuesday, May 22, 2018

Tags: Boards of Directors, Capital structure, Dual-class stock, Equity securities, Index funds, Institutional Investors, Ownership, Shareholder rights, Shareholder voting

Why Shareholder Wealth Maximization Despite Other Objectives

Posted by S.P. Kothari (MIT Sloan School of Management), on Wednesday, May 23, 2018

Tags: Agency costs, Compliance & ethics, Corporate Social Responsibility, Market efficiency, Shareholder primacy, Shareholder value

Congress Increases Pressure on Proxy Advisory Firms

Posted by David A. Katz and Trevor Norwitz, Wachtell, Lipton, Rosen & Katz, on Wednesday, May 23, 2018

Tags: Accountability, Corporate Governance Reform and Transparency Act, Glass Lewis, Institutional Investors, ISS, Proxy advisors, Proxy voting, SEC, Securities regulation, Transparency, US Senate

Bank Response to Higher Capital Requirements: Evidence from a Quasi-Natural Experiment

Posted by Thomas C. Mosk (Goethe University Frankfurt), on Thursday, May 24, 2018

Tags: Banks, Capital requirements, Credit supply, Europe, Financial institutions, Financial regulation, Information asymmetries, International governance, Systemic risk

The DOJ’s New “Piling On” Policy

Posted by Brad Karp, Paul, Weiss, Rifkind, Wharton & Garrison LLP, on Thursday, May 24, 2018

Tags: Accountability, Anti-corruption, DOJ, FCPA, Misconduct, Securities enforcement