The Unfulfilled Promise of Hedge Fund Activism

By J.B. Heaton April 30, 2019 by renholding

Hedge fund activism has generated a large amount of public debate. On one side, the hedge fund activists and their academic cheerleaders argue that hedge fund activism is good for shareholders and society at large. On the other side, potential …

ISS Offers Insights into How Much CEOs Are Really Paid

By Kosmas Papadopoulos and John Roe April 30, 2019 by renholding

How much compensation does a CEO really end up with? It’s a tough question to answer – the summary compensation table is often cited as what the CEO is paid, but the ultimate value that an executive realized from those …

Do Share Buybacks Deserve More Regulatory Scrutiny?

By Georges Ugeux April 29, 2019 by renholding

In 2018, U.S. companies spent $1 trillion to buy back their shares, while they spent $4 trillion to do so between 2008 and 2017. This is raising strong criticism from different quarters in the political sphere. Not only do key …

Debevoise Discusses Federal Reserve Proposal to Clarify and Revise Control Framework

By Satish M. Kini, Gregory J. Lyons, David L. Portilla, Will C. Giles, Alison M. Hashmall and David G. Sewell April 29, 2019 by renholding

On April 23, the Federal Reserve Board (the “FRB”) proposed a new, comprehensive framework for determining “control” under the Bank Holding Company Act (“BHC Act”) and Home Owners’ Loan Act (“HOLA”). We provide a high-level overview of the proposal below. …

How Can Humans Work With Artificial Intelligence?

By Andreas Fügener, Jörn Grahl, Alok Gupta and Wolfgang Ketter April 26, 2019 by renholding

How will artificial intelligence (AI) influence the workplace of the future and thereby the human working condition? The focus of this discussion has been on the rather tautological conclusion that many current jobs will eventually be performed by machines. In …

Insider Trading and Disclosure: The Case of Cyberattacks

By Eli Amir, Shai Levi and Tsafrir Livne April 25, 2019 by renholding

The U.S. Securities and Exchange Commission (SEC) recently identified incidents in which top executives sold shares before disclosing to the public negative information about cyberattacks. For example, the former chief information officer of Equifax, Jun Ying, exercised his stock options …

Davis Polk Discusses France’s New Legal Framework for Digital Assets

By Christophe Perchet, Juliette Loget, Jean-Christophe Devouge, Stéphane Daniel and Daniel Arroche April 25, 2019 by renholding

After becoming one of the first countries to authorize the registration and transfer of unlisted securities using blockchain technology, France has adopted an innovative legal framework governing initial coin offerings (“ICOs”) and digital assets services providers (“DASPs”) with the aim …

How Public Attention to Gender Equality Affects the Demand for Female Directors

By Mariassunta Giannetti and Tracy Wang April 24, 2019 by renholding

Women are starkly underrepresented on corporate boards and more generally in leadership positions. Hillary Clinton’s U.S. presidential campaign and movements like #MeToo have recently attracted lots of attention to gender equality issues. As a result, biases, stereotypes, and female under-representation …

The Quality of Integrated Reporting Around the World

By Robert G. Eccles, Michael P. Krzus and Carlos Solano April 23, 2019 by renholding

Integrated reporting is a business process that culminates in the publication of a report that explains how an organization creates value over the short-, medium-, and long-term. In terms of content and time horizon, an integrated report is similar to …

Cleary Gottlieb Discusses Fed’s Proposed Resolution-Planning Rules Overhaul

By Michael Krimminger, Lisa Schweitzer, Knox McIlwain, Sarah Stanton and Lauren Gilbert April 23, 2019 by renholding

On April 8, 2019, the Federal Reserve proposed a broad overhaul of the 2011 regulations governing resolution planning (the “Proposal”)^[1], which would significantly reduce the frequency of submissions and simplify requirements for many resolution plans. The …

Can Morrison Be Outflanked?: How Foreign Purchasers Are Suing in U.S. and Foreign Courts

By John C. Coffee, Jr. April 22, 2019 by renholding

Lord Denning, a highly quotable British judge, once remarked:

“As a moth is drawn to the light, so is a litigant drawn to the United States.”[1]

Some reasons for this strong attraction are obvious: (1) the U.S. (and only …

SEC Investor Advocate Talks Investor Issues for 2019

By Rick A. Fleming April 22, 2019 by renholding

Good afternoon. I hope you are enjoying this year’s edition of SEC Speaks, which gives the public a good overview of all the work that is going on at the Commission.[1] In the Office of the Investor Advocate, we

…

Diversity’s Role in Boardroom Leadership

By Joseph Mandato and William Devine April 19, 2019 by renholding

What does boardroom culture yield when a board commits to a broad embrace of diversity—including diversity of gender, ideas, ethnicity, race, education, age, and skills? Do chances improve for decisions that help lead the company to maximize its potential and …

Protecting Against Protectionism in EU M&A

By Marco Claudio Corradi and Julian Nowag April 18, 2019 by renholding

In a recent paper, we explore EU law covering EU cross-border mergers. These are typically more difficult and costlier than purely national mergers. Additionally, political hurdles can exist. In a time of global political and institutional transformations away from …

Davis Polk Discusses Investing in Blockchain Technology

By Daniel Brass, Daniel F. Forester, Joseph A. Hall, Trevor I. Kiviat and Jai R. Massari April 18, 2019 by renholding

Blockchain technology continues to be a lively topic of conversation in legal, business and technology circles. This includes heated debates about whether and when the technology will deliver on its many promises and how the most common applications employing blockchain—that …

Land of the Falling Poison Pill: Understanding Defensive Measures in Japan

By Alan K. Koh, Masafumi Nakahigashi and Dan W. Puchniak April 17, 2019 by renholding

The advent of the “shareholder rights plan,” more popularly known as the “poison pill,” fundamentally altered the trajectory of American corporate governance. Intended to defend vulnerable boards from corporate raiders, the poison pill was embraced by U.S. managers in the …

Cleary Gottlieb Discusses CFIUS and the Unwinding of Kunlun’s Acquisition of Grindr

By Paul Marquardt, John P. McGill, Jr. and Chinyelu Lee April 17, 2019 by renholding

On March 27, 2019, journalists affiliated with Reuters reported that the Kunlun Group (“Kunlun”), a China-based tech firm, was preparing to sell its wholly owned subsidiary, Grindr, after the Committee on Foreign Investment in the United States (“CFIUS”) informed the …

Opening the Black Box of Companies’ Capital Investment Process

By Gilles Hilary, Mark (Shuai) Ma and Wenjia Yan April 16, 2019 by renholding

In spite of intensive academic research on capital expenditure efficiency, how firms make investment decisions remains largely a black box. We analyze that process by dividing it into two stages: budgeting of capital expenditures (CapEx) and execution of the budget. …

ISS Discusses Trends in 2019 U.S. Executive Compensation

By John Roe and Kosmas Papadopoulos April 16, 2019 by renholding

As we enter the peak of proxy season, we review executive compensation trends in the U.S. based executive pay disclosures so far this year. Our key findings include:

Compensation disclosures so far suggest continued increases in CEO pay across all

…

The Future of Data Driven Finance: Financial Regulation, Data Regulation, and RegTech

By Dirk A. Zetzsche, Douglas W. Arner, Ross P. Buckley and Rolf H. Weber April 15, 2019 by renholding

Fifty years ago, banking was a relationship business. Bank managers collected information about depositors and borrowers from all sorts of sources, formal and informal. In recent decades, credit decisions have become far more data-driven, with companies like Amazon and the …

1 2 3 Next »

The CLS Blue Sky Blog

Columbia Law School's Blog on Corporations and the Capital Markets

April 2019