Identify requirements for managing and maintaining subsidiaries (including international subsidiaries). Receive practical guidance on managing costs and risks. Share tools used to manage subsidiaries and keep the board abreast of governance issues. Discuss the recommended frequency of board educational sessions on corporate governance (including whether these are typically provided in-house or by external parties). Examine the appropriate type of information reported at each level of the board (including committees and sub-committees). Learn best practices for serving as corporate secretary.
This board note sets out some thoughts for boards and corporate secretaries planning their next board evaluation.
This paper seeks to provide a framework for boards to build a renewal process that increases accountability and achieves the right mix of skills and experience to create long-term effectiveness in the United States.
Join a panel of leading governance experts and sitting directors to discuss hot issues affecting corporate boards today, including: How boardrooms have evolved in the past decade, specifically with regard to the spotlight on the boardroom, director skills disclosure enhancements, and shareholder activism; the compliance, competition, risk management, and innovative disruption issues that keep board members up at night; building and maintaining a strategic asset board; and finding and vetting potential board members (i.e., the impact of recruiting less experienced board members, common pitfalls if a company lacks a rigorous board vetting practice, etc.) diversity in board composition (i.e., what is meant by “diversity,” will there be mandatory requirements like those in europe, etc.). Board refreshment and tenure, and evaluations (i.e., term limits, the role of board evaluations, other tools used to roll board members off for non-performance, etc.). Ethical issues in the current environment and failures in oversight. Identify proven best practices for handling each of these issues and receive practical takeaway materials to employ in your own in-house practice.
As activist investors continue to have a significant impact in the market, two key questions are presented for consideration. The first is the question of the impact of activist investors on corporate performance and the overall economy. The second is a more general question on corporate governance and the proper role of the shareholder franchise in modern corporate management in the United States.
This short article addresses how a growing number of shareholder activist campaigns in the United States are being backed—often secretly—by long-term investors, which may be signaling a sea change in investor attitudes.
One topic activists are not bringing to the table is diversity, even though more boards than ever want a mix of women and men as well races and nationalities.
In light of a 2016 decision by the Staff of the Division of Corporation Finance of the US Securities and Exchange Commission (SEC), this article provides clarity to companies concerning their ability to exclude shareholder proxy access proposals by adopting their own proxy access provisions.
This ACC guide provides a Q&A that gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors' duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals in the United States.
This is a Q&A between Mary Jo White and Steven Bochner at the keynote session of the 43rd Annual Securities Regulation Institute.