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Institutional Investors Publicly-Traded Companies Corporate Governance

Nelson Mullins Riley & Scarborough LLP

Modern Bonus Structures: The Rise of Multi-Factor Incentive Plans

As investor expectations shift, regulatory pressure mounts, and business models evolve, compensation committees are moving away from short-term incentive plans that rely solely on a single financial performance measure. The...more

Womble Bond Dickinson

Guide to Nevada Gaming Law for Institutional Investors

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Over the past several decades Nevada gaming law has permitted public companies, institutional investors and other financial entities to invest in Nevada gaming properties without obtaining a license or a finding of...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Spring 2025

In this issue of The Informed Board, we go behind all the talk about companies reincorporating in states other than Delaware. In our lead article and our podcast, we point out that few companies actually moved, and we explain...more

Latham & Watkins LLP

The Latham Global IPO Guide - 2025 Edition

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This is our global initial public offering guide. It will help you navigate the US portion of a global IPO – in other words, an IPO in which you sell locally listed ordinary shares to investors outside the United States under...more

Venable LLP

ISS Releases 2025 Policy Survey

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Institutional Shareholder Services Inc. (ISS) recently released its Annual Benchmark Policy Survey (the "Policy Survey"). In keeping with its prior practice, ISS seeks responses from institutional shareholders, issuers,...more

Goodwin

California Law Requiring Female Directors on Public Company Boards Held Unconstitutional

Goodwin on

Ruling Follows Similar Decision on Underrepresented Minority Directors in April 2022 - A California court has held that California Senate Bill 826, which required that “publicly held” corporations that listed a California...more

Bass, Berry & Sims PLC

A Summary of Certain Proxy Advisory Firm and Institutional Investor Board Diversity Policies - 2022

Institutional investors and proxy advisory firms continue developing and refining their policies regarding board diversity. While gender diversity on public company boards has been in focus for some time now, institutional...more

BCLP

Despite California Court Ruling, Board Diversity Remains Center Stage

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Despite a California superior court’s recent ruling against a 2020 California law (AB 979), the move toward increasing board diversity is alive and well, as proxy advisory firms, institutional investors, Nasdaq and others...more

Skadden, Arps, Slate, Meagher & Flom LLP

Activism Landscape Continues To Evolve

Takeaways - ESG activist campaigners are likely to continue asserting themselves. Companies that have merged with SPACs and whose stock prices have slumped will be at risk for activist pressure. Watch for more activist...more

Skadden, Arps, Slate, Meagher & Flom LLP

Institutional Investors, Activists and Legal Reforms Begin Altering Japanese Corporate Governance

Takeaways - Shareholder activism continues to gain momentum in Japan as domestic institutional investors become increasingly receptive to shareholder proposals and board nominees. Even when activist proposals are...more

Proskauer Rose LLP

The Expanding Green Horizon: EU and UK ESG Regulatory Considerations and Developments for 2022

Proskauer Rose LLP on

The fund and asset management industry has been more focused on environmental, social and governance (“ESG”) issues in the last two years than it has been in, perhaps, the last decade....more

Skadden, Arps, Slate, Meagher & Flom LLP

UK, US and Some Asian Jurisdictions Join in Pressing Companies To Diversify Their Boards

Takeaways - The FCA is poised to adopt rules requiring companies with equity shares listed on the premium and standard segments of the U.K. main market to report annually on their achievement of gender and ethnic diversity...more

Goodwin

ESG Shareholder Proposals Will be More Difficult to Exclude After SEC Staff Interpretive Reversal

Goodwin on

On November 3, 2021, the staff (“staff”) of the Division of Corporation Finance (“Division”) of the U.S. Securities and Exchange Commission (“SEC”) published Staff Legal Bulletin No. 14L which reverses a series of...more

BCLP

Momentum Shifts as Investors Consider Growing Link Between ESG and EPS

BCLP on

A trio of recent developments illustrate growing support for Environmental Social and Governance (ESG) initiatives in the U.S., as well as abroad. ESG regulatory and legal risks now appear top of mind for institutional...more

Bass, Berry & Sims PLC

A Summary of Certain Proxy Advisory Firm and Institutional Investor Board Diversity Policies

Bass, Berry & Sims PLC on

Institutional investors and proxy advisory firms continue to develop and refine their policies regarding board diversity. While gender diversity on public company boards has been in focus for some time now, institutional...more

White & Case LLP

SHRD II - CONSOB approves new rules for remuneration reporting, related parties transactions and engagement policies

White & Case LLP on

CONSOB approved regulatory changes to adapt the Italian second-level regulation to the Shareholder Rights Directive II. The key regulatory changes concern:  - Remuneration Reporting, - Related-Party...more

BCLP

New ISS 2021 Factors for Governance QualityScore Address Investor Hot Topics

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ISS recently released updated methodology for its Governance QualityScore (GQS) rating system for institutional investors. The new factors relate to areas of emerging concern to investors, with 11 of the 17 new factors...more

Skadden, Arps, Slate, Meagher & Flom LLP

Audio Interview: How Far Can the SEC Go?

Opponents of mandatory disclosures about climate risk and diversity will argue that they exceed the agency’s authority — a six-minute chat with Robert Stebbins, the SEC's general counsel until January....more

Kilpatrick

The Competing Factors Driving ESG Disclosures

Kilpatrick on

There has been mounting pressure on mandatory ESG disclosure in recent years that may reach a precipice in 2021 with a new SEC Chairman. The forces driving this pressure include institutional investors, fiduciary duties,...more

Benesch

ESG in 2021 – The Role of Board Oversight of Corporate Political Spending

Benesch on

Environmental, social and governance (or ESG) issues have been hot topics and buzzwords in corporate governance for well over a decade and these issues have increasingly grabbed the attention of corporations and their boards...more

BCLP

2021 Annual Shareholder Meetings – Avoiding a Super Spreader Event

BCLP on

As COVID-19 rages on, companies are again flocking to virtual annual meetings for the 2021 proxy season, but with one important difference: the luxury of time. Many companies are already exploring retention of virtual annual...more

BCLP

ISS opens 2021 Annual Policy Survey, following call to voluntarily disclose ethnicity of directors, officers

BCLP on

Institutional Shareholder Services Inc. (ISS) opened its 2021 Annual Policy Survey on July 29, 2020, to seek input from institutional investors, public companies, directors and others to begin development of ISS’ annual...more

Skadden, Arps, Slate, Meagher & Flom LLP

ESG in 2020: A Half-Year Review

Interest in the environmental, social and governance (ESG) policies of companies and their impact on the wider community has continued to increase amongst institutional investors, retail shareholders and the media during the...more

Bass, Berry & Sims PLC

COVID-19 Pandemic Causes Public Companies to Reevaluate Virtual Meetings

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Across the globe, the coronavirus pandemic (COVID-19) is causing governments, companies, associations and colleges and universities to take unprecedented steps to address the spread and transmission of COVID-19. These steps...more

Opportune LLP

ESG for Energy: 3 Things Companies Should Be Doing – Part 1

Opportune LLP on

In the first installment of a two-part series, Director Tony Jones discusses how energy companies, both large and small, should be formalizing their plans and initiatives in the face of growing ESG investment strategies and...more

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