Does Mandatory Board Gender Balancing Reduce Firm Value?

By B. Espen Eckbo, Knut Nygaard and Karin S. Thorburn June 13, 2022 by renholding

As a social-policy instrument, forced board-gender balancing is in principle unrelated to firms’ economic performance. Nonetheless, imposing such a policy may have unintended consequences (positive or negative) for firm value, which is important for all of a firm’s constituencies – …

Arnold & Porter Discusses Attacks on Board Diversity Initiatives

By Amy Endicott, Teresa L. Johnson, Sean M. SeLegue and Kaitlin Robinson May 5, 2022 by renholding

Nasdaq’s Board Diversity Rule, approved by the Securities and Exchange Commission (SEC) in August 2021, is the subject of an ongoing, high stakes court battle in the United States Court of Appeals for the Fifth Circuit. The attorneys general of …

ISS Discusses Japanese Board Independence and Diversity

By Taketoshi Yoshikawa April 28, 2022 by renholding

A recent ISS analysis of Japanese board composition finds a marked uptick in board independence and female board representation. At the close of Japan’s March 2022 “mini-season”, ISS found a 13percentage point jump in companies with at least a one-third

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Boardroom Gender-Diversity Reforms and Institutional Monitoring

By Larry Fauver, Mingyi Hung, Alvaro G. Taboada and Emily Jing Wang April 11, 2022 by renholding

The past decade has seen an explosion of boardroom gender diversity reforms worldwide. As of 2014, 23 countries have amended governance codes and 14 countries have enacted laws to increase gender diversity on corporate boards. While investors play a critical …

Sullivan & Cromwell Discusses Court Decision Invalidating California Board Diversity Law

By Patrick S. Brown, Diane L. McGimsey, Adam S. Paris, Alexandria M. Ross and John L. Savva April 6, 2022 by renholding

On April 1, 2022, in Crest v. Padilla, California Superior Court Judge Terry Green granted summary judgment in favor of plaintiffs who had challenged AB 979, one of California’s two board diversity statutes, as violating the California Constitution. The …

ISS Discusses Women on California Boards

By Paul Hodgson March 15, 2022 by renholding

Since 1995, US presidents have issued a series of annual proclamations designating March as Women’s History Month to celebrate the contributions women have made to the US and recognize the specific achievements women have made over the course of American

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Power and Pay in the C-Suite

By Afra Afsharipour and Darren Rosenblum March 10, 2022 by renholding

Over the past few decades, chief executive officer (CEO) pay has risen spectacularly, as has debate regarding why this has occurred and whether policy should or can correct it. Yet one glaring fact about the C-Suite eludes much of the …

Wachtell Lipton Discusses ISS Final Voting Policies for the 2022 Proxy Season

By Andrew R. Brownstein, Andrea K. Wahlquist, Sabastian V. Niles, Justin C. Nowell and Ram Sachs December 14, 2021 by renholding

Institutional Shareholder Services (ISS) recently released its final U.S. voting policies, which largely track previously proposed policies and become effective for shareholder meetings held on or after February 1, 2022. Glass Lewis released its final U.S. voting policies for the …

Credentials Matter, but Only for Men: Evidence from the S&P 500

By Peter Cziraki and Adriana Z. Robertson December 1, 2021 by renholding

Gender diversity in the boardroom and the C-suite is one of the most contentious topics in corporate governance. Proponents of greater diversity argue that the lack of women directors and top executives is a missed opportunity and that increasing their …

Arnold & Porter Discusses NY Financial Regulator’s Collection of Diversity, Equity, and Inclusion Data

By Robert Azarow, David Freeman, Michael Mancusi, Monique Holmes and Howard Hyde September 8, 2021 by renholding

On July 29, 2021, the Superintendent of the New York State Department of Financial Services (DFS) issued an Industry Letter (Industry Letter) announcing its new initiative to support diversity, equity and inclusion (DEI) efforts by collecting and publishing data on …

SEC Commissioner Peirce on Nasdaq Board Diversity Proposal

By Hester M. Peirce August 9, 2021 by renholding

I write in opposition to the approval of the Board Diversity Proposal (“Board Diversity Proposal” or “Proposal”) submitted for approval by the Nasdaq Stock Market LLC (“the Exchange”).[1] The Proposal attempts to expand opportunity, a goal I share,[2]

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Skadden Offers a Scorecard on Diversity in the Corporate Boardroom

By Jessie K. Liu, Susan Saltzstein, Lauren Aguiar and Tansy Woan July 14, 2021 by renholding

The social and political disruptions of the past year have heightened the awareness of diversity challenges, including at public and private companies in the U.S. In particular, the representation of women and other diverse individuals in the boardroom is of …

Why Board Diversity and the Nasdaq Rule Requiring It Make Sense

By Richard W. Painter April 26, 2021 by renholding

In December 2020, Nasdaq asked the Securities and Exchange Commission (SEC) to approve a new boardroom diversity rule.[1] The aim is for most Nasdaq-listed companies to have at least one director self-identifying as a woman and another self-identifying as …

How CEO Membership on Outside Boards Affects Managerial Efficiency

By Canan Mutlu, Sunay Mutlu and Steve Sauerwald January 15, 2021 by renholding

CEO outside directorships and their value to companies have been a topic of debate among a wide range of stakeholders, particularly investors, boards, and policy makers. Some argue that CEO outside directorships benefit a CEO’s own firm by opening valuable …

Sex, Power, and Corporate Governance

By Amelia Miazad December 16, 2020 by renholding

On December 1, the Nasdaq Stock Market asked the Securities and Exchange Commission (SEC) for authority to adopt new listing rules aimed at increasing board gender and racial diversity. If approved, Nasdaq-listed companies will be required to disclose their board …

Goodwin Procter Discusses Shareholder Suits to Increase Board Diversity

By Alexis Coll-Very, Deborah S. Birnbach and Jade T. White November 17, 2020 by Nisha Chandra

A lot of attention has been paid to board diversity – or lack thereof – in recent months. California enacted AB-979, which expanded upon California’s earlier gender diversity law and requires boards to make strides in other types of diversity, …

Skadden Discusses the Social Factors in ESG

By Helena J. Derbyshire, Louise Batty, Damian R. Babic and Eleanor F. Williams November 9, 2020 by Nisha Chandra

Investors have historically overlooked social factors amid a focus on the environmental and governance counterparts as they assess the merit of an investment. This may have been due in part to the difficulty in quantifying social concerns as drivers of …

Racial Diversity, Gender Equality, and Corporate Governance: An Update

By Michael W. Peregrine November 6, 2020 by renholding

Corporate governing boards have a substantial homework assignment given multiple important developments affecting board composition and oversight of workforce culture. These developments encompass new surveys from prominent governance and consulting sources, notable litigation trends, and a new state law. Collectively, …

Racial Diversity and Corporate Governance: Assessing California’s New Board Diversity Mandate

By Courtney Murray and Eric Talley October 28, 2020 by renholding

Corporate governance is historically perceived as a specialized, idiosyncratic and somewhat arcane field. But increasingly, it has come to serve as a lightning rod for broader public debates. Perhaps no moment underscores this trend more sharply than the 2020 …

Jones Day Discusses Shareholder Lawsuits Concerning Diversity

By Nina Yadava, John C. Tang, Robert M. Tiefenbrun and Glenn R. McGillivray October 5, 2020 by Nisha Chandra

The Situation: A number of shareholder derivative lawsuits in federal court have been filed seeking to hold directors and officers of major companies accountable for alleged failures to uphold their commitment to diversity. To date, the lawsuits have been filed …

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