Searching Content indexed under Directors and Officers by Cooley LLP ordered by Published Date Descending.
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ISS releases 2019 Global Policy Survey
ISS recently released the results of its 2019 Global Policy Survey. In this year's integrated survey, the topics included board gender diversity, overboarding, sunsetting of multi-class capital structures, ...
United States
20 Sep 2019
Business Roundtable Says So Long To Shareholder Primacy—Commits To Deliver Value To All Stakeholders
In a press release issued today, the Business Roundtable announced the adoption of a new Statement on the Purpose of a Corporation, signed by 181 well-known
United States
22 Aug 2019
Conservative Activist Group Challenges California's Board Gender Diversity Law
It was only a matter of time. As reported here on Bloomberg, a conservative activist group has filed a lawsuit, Crest v. Alex Padilla, in California state court on behalf of three California taxpayers seeking to prevent implementation ...
United States
13 Aug 2019
Proxy Season Takeaways From PJT CamberView
Overboarding policies reflect the concern that directors who sit on too many boards will not be able to devote adequate time to their duties to the company.
United States
7 Aug 2019
25 Considerations In Preparing For An IPO – For Technology Companies
Choose experienced advisors, including lawyers, auditors and financial consultants (if necessary), and get them involved early.
United States
5 Aug 2019
Board Gender Diversity Reaches A New Milestone
As reported by the WSJ, a new milestone has finally been reached for board gender diversity: there are no longer any companies in the S&P 500 with all-male boards!
United States
2 Aug 2019
Exams For Directors—Will It Be A Thing?
Oh, I kid the directors! Who would think of such a thing?
United States
19 Jun 2019
Is "Stale" A Big Reason For "Male And Pale" Boards?
The policies advanced by a number of large institutional investors have spurred some companies to enhance board diversity.
United States
29 Apr 2019
California's Board Gender Diversity Mandate: Will It Matter?
As discussed in this article in Bloomberg Businessweek, a new analysis conducted by Bloomberg explores the potential impact of California's new board gender diversity mandate, SB 826.
United States
8 Apr 2019
PLUS D&O Symposium: Rise of Cryptocurrency and Blockchain Creates New Exposures
For example, there has been a substantial increase in cryptocurrency regulatory guidance, enforcement actions and private litigation.
United States
19 Feb 2019
New CDI Addresses Diversity Disclosure
Corp Fin has posted a new Compliance & Disclosure Interpretation under Reg S-K that relates to diversity disclosure.
United States
8 Feb 2019
CII Advises On Disclosure Of Board Evaluation Processes
CII emphasizes that its focus is disclosure of the evaluation process, not confidential details about the specific board or director evaluations.
United States
1 Feb 2019
No-Action Letters Provide More Insight Into "Ordinary Business" Exclusion Under Rule 14a-8(I)(7)
On the heels of the release of SLB 14J, Corp Fin has posted a couple of new no-action letters that shed some more light on the "ordinary business" exclusion of Rule 14a-8(i)(7).
United States
30 Nov 2018
ISS Posts 2019 Policy Updates
Yesterday, ISS announced updates to its policies for next year. Like Glass Lewis a month ago, ISS is also—shall we say "unfriendly"— to boards of companies that submit to shareholders a charter or bylaw ratification proposal ...
United States
21 Nov 2018
Low Board Turnover? Less Opportunity For Board Diversity
Is board stability always a good thing? A new study from consultant Spencer Stuart showed that, in 2018, 428 new directors were elected to boards of companies in the S&P 500, the most new directors since 2004, ...
United States
13 Nov 2018
United States
26 Oct 2018
California Mandates Quotas For Board Gender Diversity—Will It Fuel A Movement?
As discussed in this PubCo post from February, a California bill, SB 826, addressing the issue of board gender diversity, has been making its way through the California legislature.
United States
3 Oct 2018
Equilar Reports Board Gender Diversity Improvements For Q2 2018
According to consultant Equilar's Gender Diversity Index, for the second calendar quarter of 2018, the percentage of women on the boards of companies in the Russell 3000 increased from 16.9% to 17.7%, ...
United States
30 Aug 2018
Senator Warren Introduces The Accountable Capitalism Act
According to this column in the LA Times, it's the "single most pernicious idea in modern American finance." Can you guess?
United States
30 Aug 2018
Delaware Supreme Court Changes Conversation On Director Compensation
In recent years, there has been an increase in Delaware breach of fiduciary duty claims (including stockholder demands and actual cases) ...
United States
13 Apr 2018
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