Download or read book Shareholder Rights and Proxy Access written by United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs and published by . This book was released on 2010 with total page 192 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Download or read book Corporate Governance Strengthening Latin American Corporate Governance The Role of Institutional Investors written by OECD and published by OECD Publishing. This book was released on 2011-07-01 with total page 78 pages. Available in PDF, EPUB and Kindle. Book excerpt: This report reflects long-term, in-depth discussion and debate by participants in the Latin American Roundtable on Corporate Governance.

Download or read book A Practical Guide to SEC Proxy and Compensation Rules written by Amy L. Goodman and published by Aspen Publishers. This book was released on 1995 with total page 938 pages. Available in PDF, EPUB and Kindle. Book excerpt: Written by leading authorities, the Second Edition of A Practical Guide to SEC Proxy and Compensation Rules provides expert analysis and valuable tips and pointers on everything you need to know to master the proxy process and ensure compliance with the SEC's rules. You get comprehensive guidance on such essential issues as: Preparing the executive compensation tables and compensation committee report -- plus examples and the full text reports of seven companies -- Explanations of the FASB rules on accounting for stock options -- Discussions on the requirements necessary to ensure the tax deductibility of executive compensation under IRC Section 162(m) -- Descriptions of the disclosure requirements for a company seeking shareholder approval of certain employee benefit plans -- Analysis of institutional activism under the proxy rules -- And much more. Insightful analysis throughout this guide of how companies have responded to the SEC regulations and on the positions taken by the SEC will help you prepare day-to-day disclosures as well as long-range plans. Valuable appendixes contain SEC and DOL releases, rules and regulations.

Download or read book SEC Proxy Access Proposals written by United States. Congress. House. Committee on Financial Services and published by . This book was released on 2007 with total page 228 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Download or read book A Practical Guide to SEC Proxy and Compensation Rules written by Amy L. Goodman and published by Wolters Kluwer. This book was released on 2010-10-05 with total page 1856 pages. Available in PDF, EPUB and Kindle. Book excerpt: A Practical Guide to SEC Proxy and Compensation Rules, Fifth Edition is designed to meet the special needs of corporate officers and other professionals who must understand and master the latest changes in compensation disclosure and related party disclosure rules, including requirements and initial SEC implementing rules under the Dodd-Frank Wall Street Reform and Consumer Protection Act. Current, comprehensive and reliable, the Guide prepares you to handle both common issues and unexpected situations. Contributions from the country's leading compensation and proxy experts analyze: Executive compensation tables Compensation disclosure and analysis Other proxy disclosure requirements E-proxy rules Executive compensation under IRC Section 162(m) And much more! Organized for quick, easy access to all the issues and areas youand’re likely to encounter in your daily work, A Practical Guide to SEC Proxy and Compensation Rules Dissects each compensation table individuallyand—the summary compensation table, the option and SAR tables, the long-term incentive plan tableand—and alerts you to the perils and pitfalls of each one Walks you through preparation of the Compensation Disclosure and Analysis Explains the latest interpretations under the SEC's shareholder proposal rule and institutional investor initiatives and what they mean for the coming proxy season Helps you tackle planning concerns that have arisen in the executive compensation context, including strategies for handling shareholder proposals regarding executive compensation and obtaining shareholder approval of stock option plans The Fifth Edition reflects the latest SEC and IRS regulations, guidance, interpretations and disclosure practices. It adds a new chapter focused on developments and practices relating to required public company and“say-on-payand” advisory votes pursuant to the Dodd-Frank Act. Another new chapter addresses director qualifications and Board leadership, diversity, and risk oversight disclosures. This one-volume guide will help you prepare required disclosures as well as make long-range plans that comply fully with regulations and positions taken by the SEC more quickly and completely than ever before. In addition, weand’ve updated the Appendices to bring you the latest rules and relevant primary source material.

Download or read book Examples Explanations for Corporations written by Alan R. Palmiter and published by Aspen Publishing. This book was released on 2020-12-12 with total page 1001 pages. Available in PDF, EPUB and Kindle. Book excerpt: Informal and student-friendly, this best-selling study guide – recommended widely by professors in both Business Associations and Corporations courses – provides thematic coverage of the law of business organizations, beginning with agency and partnership law and focusing on corporations. Examples and Explanations for Corporations, Ninth Edition, combines clear text with examples and explanations that allow students to test their understanding of concepts and practice applying the law to real-life fact patterns. New to the Ninth Edition: Updates based on recent corporate statute revisions, including to the Delaware General Corporation Law and the Model Business Corporation Act (revised, 2016) New expanded materials on law of agency, with new examples and explanations focused on sole-proprietorship and agency law concepts tested on bar exams New expanded materials on partnership law, with summaries of cases used in leading casebooks and new examples and explanations on partnership law concepts tested on bar exams Expanded materials on comparisons of LLCs and corporations, including on the growth of LLCs, inspection rights, fiduciary duties, and oppression New materials on “purpose of the corporation,” including the recent Business Roundtable statement on corporate purpose and hybrid-purpose benefit corporations New illustrations of flow-through tax treatment, based on recent changes to the Internal Revenue Code and tax rates for individuals and corporations New descriptions of dual-class voting structures, with illustrations of companies such as Google/Alphabet that have adopted such structures Updated description of shareholder activism and recent developments in use of shareholder proposal rule, including emergence of ESG investing and Blackrock’s letters to CEOs Updates on regulation of securities offerings, including new exemptions for financial crowdfunding and mini-registrations under Regulation A+ Revised text on new cases claiming lapses in board oversight, including Delaware Supreme Court’s decision in Marchand v. Barnhill Revised materials on Supreme Court decisions (including Lorenzo and In re Trulia) affecting the procedure and elements applicable to securities fraud class actions Revised text and examples on tipping liability in insider-trading cases, after Supreme Court’s decision in US v. Salman New materials on recent Delaware M&A cases, including Kahn v. M&F Worldwide Corp. and Corwin v. KKR Financial Holdings, LLC

Download or read book Shareholder Activism and the Law written by Ekrem Solak and published by Routledge. This book was released on 2020-05-04 with total page 248 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book provides a complete framework for contemporary shareholder activism and its implications for US corporate governance, which is based on director primacy theory. Under director primacy theory, shareholders do not wish to be involved in the management of the company; in the rare event that they wish to be involved, it is considered a transfer of power from the board of directors to shareholders, which in turn reduces the efficiency of centralised decision-making in public companies. However, this book demonstrates that shareholders do not use their power to transfer corporate control from the board to themselves, and that some form of shareholder activism is even collaborative, which is a new paradigm for US corporate governance. This book shows that while monitoring remains a key contribution of shareholders, they also bring new informational inputs to corporate decision-making that could not be obtained under the traditional board model. Accordingly, contemporary shareholder activism enhances the board’s decision-making and monitoring capacity, without undermining the economic value of the board's authority. Therefore, this book argues that the complete approach of contemporary shareholder activism should be accommodated into US corporate governance. In doing so, this book considers not only legal and regulatory developments in the wake of the 2007–2008 financial crisis, but also the governance developments through by-law amendments. Furthermore, the author makes several recommendations to soften the current director primacy model: establishing a level playing field for private ordering, adopting the proxy access default regime, the majority voting rule, the universal proxy rules, and enhancing the disclosure requirements of shareholders. The book will be of interest to academics and students of corporate governance, both in the US and internationally.

Download or read book Corporate Governance and Shareholder Empowerment written by United States. Congress. House. Committee on Financial Services. Subcommittee on Capital Markets, Insurance, and Government Sponsored Enterprises and published by . This book was released on 2010 with total page 420 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Download or read book The Rise of the Working Class Shareholder written by David Webber and published by Harvard University Press. This book was released on 2018-04-02 with total page 175 pages. Available in PDF, EPUB and Kindle. Book excerpt: “Riveting . . . contributes wonderfully to a new and ongoing conversation about inequality, dark money, and populism in the electorate.” —Mehrsa Baradaran, author of The Color of Money When Steven Burd, CEO of the supermarket chain Safeway, cut wages and benefits, starting a five-month strike by 59,000 unionized workers, he was confident he would win. But where traditional labor action failed, a new approach was more successful. With the aid of the California Public Employees' Retirement System, a $300 billion pension fund, workers led a shareholder revolt that unseated three of Burd’s boardroom allies. In The Rise of the Working-Class Shareholder: Labor’s Last Best Weapon, David Webber uses cases such as Safeway’s to shine a light on labor’s most potent remaining weapon: its multitrillion-dollar pension funds. Outmaneuvered at the bargaining table and under constant assault in Washington, statehouses, and the courts, worker organizations are beginning to exercise muscle through markets. Shareholder activism has been used to divest from anti-labor companies, gun makers, and tobacco; diversify corporate boards; support Occupy Wall Street; force global warming onto the corporate agenda; create jobs; and challenge outlandish CEO pay. Webber argues that workers have found in labor’s capital a potent strategy against their exploiters. He explains the tactic’s surmountable difficulties even as he cautions that corporate interests are already working to deny labor’s access to this powerful and underused tool. The Rise of the Working-Class Shareholder is a rare good-news story for American workers, an opportunity hiding in plain sight. Combining legal rigor with inspiring narratives of labor victory, Webber shows how workers can wield their own capital to reclaim their strength. “Weaves narratives of activist campaigns (pension fund administrators, union staffers, and government comptrollers are the book’s unlikely heroes) with fine-grained analysis of the relevant legal and financial concepts in accessible prose.” —Publishers Weekly

Download or read book Issues In Governance Growth And Globalization In Asia written by Tony Cavoli and published by World Scientific. This book was released on 2014-03-10 with total page 195 pages. Available in PDF, EPUB and Kindle. Book excerpt: This volume is a compilation of important papers relating to the financial, governance and political economy structures of the region, using a variety of methods and topics. Following the Asian crisis and subsequent global financial upheavals, policymakers and academics issued cries for institutional reform at the state and firm level; in many cases, reform was actually implemented rather than simply rhetorical. This volume begins by addressing issues relating to corporate governance within firms located in East Asia and as entities participating in corporate ownership elsewhere. Next, the key issues of globalization are directly addressed, including foreign direct investment into the region, integration among Southeast Asian countries and with the rest of Asia, and multinational enterprise investment strategies in Asia following initial entry decisions. Finally, the macroeconomic policies of state actors, and the effects of economic growth are examined.

Download or read book Protecting Shareholders and Enhancing Public Confidence by Improving Corporate Governance written by United States. Congress. Senate. Committee on Banking, Housing, and Urban Affairs. Subcommittee on Securities, Insurance, and Investment and published by . This book was released on 2010 with total page 256 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Download or read book Comparative Company Law written by Carsten Gerner-Beuerle and published by . This book was released on 2019 with total page 1089 pages. Available in PDF, EPUB and Kindle. Book excerpt: Comparative Company Law provides a systematic and coherent exposition of company law across jurisdictions, augmented by extracts taken from key judgments, legislation, and scholarly works. It provides an overview of the legal framework of company law in the US, the UK, Germany, and France, as well as the legislative measures adopted by the EU and the relevant case law of the Court of Justice. The comparative analysis of legal frameworks is firmly grounded in legal history and legal and economic theory and bolstered by numerous extracts (including extracts in translation) that offer the reader an invaluable insight into how the law operates in context. The book is an essential guide to how company law cuts across borders, and how different jurisdictions shape the corporate lifespan from its formation by way of incorporation to its demise (corporate insolvency) and eventual dissolution. In addition, it offers an introduction to the nature of the corporation, the framework of EU company law, incorporation and corporate representation, agency problems in the firm, rights of stakeholders and shareholders, neutrality and defensive measures in corporate control transactions, legal capital, piercing the corporate veil, and corporate insolvency and restructuring law.

Download or read book Change for America written by Mark Green and published by Basic Books. This book was released on 2009-01-06 with total page 706 pages. Available in PDF, EPUB and Kindle. Book excerpt: "Mark Green and Michele Jolin look to 2009 as the beginning of an era of renewal and progressive governance in America. Change for America presciently and insightfully offers specific ideas for what our next President can do to revitalize our nation and restore our standing abroad." -- President Bill Clinton It was an election about change, but how will that change actually happen? The result of a collaboration between the Center for American Progress Action Fund (the advocacy arm of Washington's leading-edge progressive think-tank led) and the New Democracy Project's Mark Green, this comprehensive volume is written by over sixty leading policymakers, scholars and advocates. Based on four core values -- of democracy, security through diplomacy, opportunity and a greener world -- Change for America offers scores of solutions how to repair our broken government and create an enduring progressive era. "The Center for American Progress Action Fund and Mark Green have assembled some of our nation's best minds, and their best ideas, into a book is packed with innovative, practical, and progressive solutions that will help take America in a New Direction." -- Speaker Nancy Pelosi "These thoughtful essays offer a progressive way forward for the vast majority of Americans who hope their government works for the many, not just the few." -- Senator Ted Kennedy "We don't just need a transition -- we need a transformation. Mark Green and Michele Jolin's encyclopedia of change offers a brilliant roadmap for the 44th President." -- Senator John Kerry "This is one of the most important books to be published this year. It's a handbook for restoring the New Deal's social compact with our citizens over the first '100 Days' and the next 1360." -- James Roosevelt, Jr. "Change for America is brilliant, timely and practical and teems with hard earned wisdom and common sense." -- Michael Eric Dyson

Download or read book The Handbook of Board Governance written by Richard Leblanc and published by John Wiley & Sons. This book was released on 2016-05-16 with total page 1100 pages. Available in PDF, EPUB and Kindle. Book excerpt: Build a more effective board with insight from the forefront of corporate governance The Handbook of Board Governance provides comprehensive, expert-led coverage of all aspects of corporate governance for public, nonprofit, and private boards. Written by collaboration among subject matter experts, this book combines academic rigor and practitioner experience to provide thorough guidance and deep insight. From diversity, effectiveness, and responsibilities, to compensation, succession planning, and financial literacy, the topics are at once broad-ranging and highly relevant to current and aspiring directors. The coverage applies to governance at public companies, private and small or medium companies, state-owned enterprises, family owned organizations, and more, to ensure complete and clear guidance on a diverse range of issues. An all-star contributor list including Ram Charan, Bob Monks, Nell Minow, and Mark Nadler, among others, gives you the insight of thought leaders in the areas relevant to your organization. A well-functioning board is essential to an organization’s achievement. Whether the goal is furthering a mission or dominating a market, the board’s composition, strategy, and practices are a determining factor in the organization’s ultimate success. This guide provides the information essential to building a board that works. Delve into the board’s strategic role in value creation Gain useful insight into compensation, risk, accountability, legal obligations Understand the many competencies required of an effective director Get up to speed on blind spots, trendspotting, and social media in the board room The board is responsible for a vast and varied collection of duties, but the singular mission is to push the organization forward. Poor organization, one-sided composition, inefficient practices, and ineffective oversight detract from that mission, but all can be avoided. The Handbook of Board Governance provides practical guidance and expert insight relevant to board members across the spectrum.

Download or read book Business Associations written by Lynn M. LoPucki and published by Aspen Publishing. This book was released on 2024-06-06 with total page 949 pages. Available in PDF, EPUB and Kindle. Book excerpt: This is the first Business Associations casebook organized by function (decision-making, finance, investor litigation, investment transfer, etc.) instead of by entity type (partnerships, corporations, LLCs, etc.). Functional organization avoids repetition and makes full coverage of corporations, partnerships, LLCs, and limited partnerships possible in a four, or even three, credit course. The systems approach is the basis for several successful casebooks in other fields, most notably LoPucki/Warren/Lawless’s Secured Transactions: A Systems Approach. The approach focuses on the actions of the lawyers, business people, and government administrators who apply law rather than merely on abstract law. The book provides hundreds of realistic, fact-rich problems in legal practice settings. Students apply their new knowledge of law and how the systems work to advise hypothetical clients. The cases are recent, heavily edited, and rarely longer than four pages. New to the Second Edition: The second edition is updated throughout with the emphasis on clarity and brevity. Four new cases, three of them from 2023 Decentralized autonomous organizations (DAOs) as unintended partnerships Grouping of public company materials to facilitate their omission Corporate Transparency Act (2021) More tables comparing entity types More focus on balance sheets New materials on race and gender Divisive mergers Officer exculpation Benefits for instructors and students: Full coverage of agency, corporations, partnerships, LLCs, limited partnerships, and the role of legal entities in society Tables, figures, photos, and one cartoon Fundamental documents for Meta Platforms and a hypothetical LLC (BKG Catalina) and operating agreement, which are also integrated into the text and problems Glossary Cleanly edited, easy-to-read cases Recent cases that illustrate modern business practices and reflect current law Organization by function, which reduces the repetition required in organization by entity type Modular organization, allowing the chapters to be taught in any order Fact-rich, realistic problems in practice settings An introductory assignment that provides an overview of the course Clear and direct examples and explanations, free of jargon and idioms that cause difficulty for students from other cultures. Great for LL.M.s, MJSs, and foreign J.D.s!

Download or read book Corporate Governance written by Robert A. G. Monks and published by John Wiley & Sons. This book was released on 2011-12-12 with total page 549 pages. Available in PDF, EPUB and Kindle. Book excerpt: In the wake of the recent global financial collapse the timely new edition of this successful text provides students and business professionals with a welcome update of the key issues facing managers, boards of directors, investors, and shareholders. In addition to its authoritative overview of the history, the myth and the reality of corporate governance, this new edition has been updated to include: analysis of the financial crisis; the reasons for the global scale of the recession the failure of international risk management An overview of corporate governance guidelines and codes of practice; new cases. Once again in the new edition of their textbook, Robert A. G. Monks and Nell Minow show clearly the role of corporate governance in making sure the right questions are asked and the necessary checks and balances in place to protect the long-term, sustainable value of the enterprise. Features 18 case studies of institutions and corporations in crisis, and analyses the reasons for their fall (Cases include Lehman Brothers, General Motors, American Express, Time Warner, IBM and Premier Oil.)

Download or read book Hedge Fund Activism written by Alon Brav and published by Now Publishers Inc. This book was released on 2010 with total page 76 pages. Available in PDF, EPUB and Kindle. Book excerpt: Hedge Fund Activism begins with a brief outline of the research literature and describes datasets on hedge fund activism.