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 …

Environmental and Social Voting at the Big Three

By Caleb N. Griffin June 16, 2020 by renholding

Environmental and social (E&S) issues are an increasingly publicized component of investment management. Large fund families, including the “Big Three” of Vanguard, BlackRock, and State Street, market themselves as advocates for the environment, women, workers in developing countries, and other …

ISS Offers 2019 Global Policy Survey Results

By Institutional Shareholder Services September 25, 2019 by renholding

Key Findings

Board Gender Diversity: Majorities of both investors (61 percent) and non-investors (55 percent) agreed with the view that board gender diversity is an essential attribute of effective board governance regardless of the company or its market. Approximately 27

…

ISS Discusses U.S. Board Diversity Trends in 2019

By Kosmas Papadopoulos June 20, 2019 by renholding

As the U.S. annual shareholder meeting season is coming to an end, we review the characteristics of newly appointed directors to reveal trends director in nominations. As of May 30, 2019, ISS has profiled the boards of 2,175 Russell 3000 …

How to Increase Gender Diversity on Private Company Boards

By Jennifer S. Fan June 12, 2019 by renholding

There are more women than ever on public company boards, but private companies have not kept pace. Legal scholarship has tended to focus on women on public company boards perhaps in part due to the relative absence of information about …

Wachtell Lipton Discusses Board Development and Director Succession Planning

By Sabastian V. Niles June 11, 2019 by renholding

The intensifying spotlight turned on boards of directors and management teams by investors prompts a fresh look at how public companies approach board development, director succession planning and refreshment in advance of an activist attack, shareholder unrest or a crisis …

Does Gender Diversity Make a Difference in the Boardroom?

By Vikram K. Nanda, Andrew K. Prevost and Arun Upadhyay June 3, 2019 by renholding

Gender diversity on boards is a leading issue in corporate governance, as has been made clear by anecdotal evidence that associates board gender diversity with better boardroom practices (e.g., Credit Suisse Research Institute, 2016 [1]; Morgan Stanley Research, 2018 [2]) …

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 …

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 …

Sullivan & Cromwell Discusses SEC Guidance on Director Diversity Disclosure

By Melissa Sawyer and Heather Coleman February 27, 2019 by pss2150

On February 6, 2019, the Securities and Exchange Commission’s Division of Corporation Finance released Compliance and Disclosure Interpretations 116.11 and 133.11, which address the disclosure of self-identified diversity characteristics with respect to board members and nominees under Items 401 …

Director Diversity, Turnover, and Promotion

By N.K. Chidambaran, Yun Liu and Nagpurnanand Prabhala February 4, 2019 by renholding

In a recent study, we examine whether a director’s “diversity” explains two employment outcomes: being retained on the board and being promoted to board leadership positions. We define diversity as the director’s dissimilarity to the other members of the board …

Cleary Gottlieb Discusses Updates to Proxy Adviser Guidelines

By Michael Albano, Julia M. Rozenblit and Emily Barry November 12, 2018 by renholding

As 2018 draws to a close, both Institutional Shareholder Services Inc. (“ISS”) and Glass Lewis are in the process of updating their 2019 proxy voting guidelines.

In mid-October, ISS launched its 2019 benchmark voting policy consultation period, pursuant to which …

Don’t Fear California’s New Board Gender Quota

By Sophie L’Hélias October 16, 2018 by renholding

On September 30, 2018, only hours before the deadline, California Gov. Jerry Brown signed bill SB 826, making his state the first in the U.S. to adopt board gender quotas for public companies.

The law requires listed companies headquartered in …

Sullivan & Cromwell Discusses California’s Female Gender Quotas for Public Companies

By Sullivan & Cromwell LLP October 10, 2018 by pss2150

On September 30, 2018, Governor Brown of California signed into law a bill, SB-826, to require female representation on the boards of directors of publicly traded companies who identify as being headquartered in the state. SB-826 makes California the first …

SEC Commissioner Airs Her Beef With Stakeholders

By Hester M. Peirce September 26, 2018 by renholding

Last time I flew to California, the skies were so clear that I was able to keep an eye on the changing landscape below all the way across the country. The vastness and great variety was striking. Having grown up

…

Wachtell Lipton Discusses Gender Diversity and Board Quotas

By David A. Katz and Laura A. McIntosh August 8, 2018 by renholding

California has made headlines this summer with legislative action toward instituting gender quotas for boards of directors of public companies headquartered in the state. The legislation has passed the state senate; to be enacted, it must be passed by the …

CamberView Partners Offers 2018 Proxy Season Preview

By Abe M. Friedman and Bob McCormick April 13, 2018 by renholding

With the vast majority of annual meetings set to be held in the coming weeks, the contours of the 2018 proxy season are coming into focus. While previous years are remembered for defining initiatives — “say on pay” in 2011, …

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The CLS Blue Sky Blog

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

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