The Realities of Stewardship for Institutional Owners, Activist Investors and Proxy Advisors
- 03 December 2013
- •
- Securities and Exchange Commission, Washington DC
The theme of the tenth conference in the series which took place in Washington D.C. at the U.S. Securities and Exchange Commission on Tuesday, 3rd December 2013 was The Realities of Stewardship for Institutional Owners, Activist Investors and Proxy Advisors.
With Lithuania holding the Presidency of the Council of the European Union, the organisers are most grateful for the support of the Lithuanian Embassy in Washington and for sponsorship of the 2013 conference by PricewaterhouseCoopers (PwC)
Information
Tuesday, 3 December 2013
Registration and coffee
Conference Chair
Speakers:
Welcome
Speakers:
Remarks from the EU Presidency
Speakers:
Session 1 - Opening remarks
Speakers:
Session 2 - Activist Shareholders and Shareholder Value: Long Term v. Short Term
Moderator:
Briefings
Speakers:
Panel
Speakers:
Coffee and tea
Session 3 - The European perspective
Speakers:
Introduction and Q&A moderator
Moderator:
Lunch
Session 4 - SEC Commissioner's remarks
Speakers:
Session 5 - Proxy Advisors: Do they wield too much influence? Whether and how to regulate - the lessons from Europe
Moderator:
Briefings
Speakers:
Panel
Speakers:
Coffee and tea
Session 6 - Say on Pay: Is it working? How far should it go?
Moderator
Speakers:
Briefing
Speakers:
Panel
Speakers:
Session 7 - Summing up, Assessment and the Way Ahead
Speakers:
Speakers
Presentations
Conference Chair
Conference Chair
Speakers
The Case for an Unbiased Takeover Law (with an Application to the European Union)
Takeover regulation should neither hamper nor promote takeovers, but instead allow individual companies to decide the contestability of their...
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Contracting About Private Benefits of Control
The separation of control and ownership ? the ability of a small group effectively to control a company though holding a minority of its cash flow rights ?...
Read moreWelcome
Welcome
Speakers
Remarks from the EU Presidency
Remarks from the EU Presidency
Speakers
Session 1 - Opening remarks
Session 1 - Opening remarks
Speakers
Conference Documents
Briefings
Briefings
Speakers
Conference Documents
Long-Term Economic Consequences of Hedge Fund Activist Interventions
We examine the long-term effects of interventions by activist hedge funds. Prior papers document positive equal-weighted long-term returns and...
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Diversity Washing
We provide large-sample evidence on whether U.S. publicly traded corporations opportunistically use voluntary disclosures about their commitments...
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How Much Should We Trust Staggered Difference-In-Differences Estimates?
We explain when and how staggered difference-in-differences regression estimators, commonly applied to assess the impact of policy changes, are...
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Board Diversity and Shareholder Voting
The lack of board diversity across gender and race has been one of the most controversial topics in corporate board governance in recent years. Given the...
Read morePanel
Panel
Speakers
Conference Documents
Session 3 - The European perspective
Session 3 - The European perspective
Speakers
Session 4 - SEC Commissioner's remarks
Session 4 - SEC Commissioner's remarks
Speakers
Conference Documents
Briefings
Briefings
Speakers
Conference Documents
A Lesson from Startups: Contracting Out of Shareholder Appraisal
Appraisal is a controversial topic. Policymakers have debated the goals served by the appraisal remedy, and legislatures have repeatedly revised...
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Defined Contribution Plans and the Challenge of Financial Illiteracy
Retirement investing in the United States has changed dramatically. The classic defined-benefit (DB) plan has largely been replaced...
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The New Titans of Wall Street: A Theoretical Framework for Passive Investors
Passive investors—ETFs and index funds—are the most important development in modern-day capital markets, dictating trillions of dollars in...
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The Effect of Corporate Disclosure Regulation on Managers’ Private Communications
The SEC adopted Regulation FD (Reg FD) to address the selective disclosure by issuers of material nonpublic information. Selective disclosure results...
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Centros, California’s “Women on Boards” Statute and the Scope of Regulatory Competition
In its 1999 Centros decision, the European Court of Justice affirmed that the EU right of establishment protects a corporation’s right to select a...
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Mutual Fund Stewardship and the Empty Voting Problem
When Roberta Karmel wrote the articles that are the subject of this symposium, she was skeptical of both the potential value of shareholder voting and the...
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Synthetic Governance
Although securities regulation is distinct from corporate governance, the two fields have considerable substantive overlap. By increasing the...
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Picking Friends Before Picking (Proxy) Fights: How Mutual Fund Voting Shapes Proxy Contests
This paper provides the first comprehensive study of mutual fund voting in proxy contests. Funds tend to vote against incumbent management at firms with...
Read morePanel
Panel
Speakers
Moderator
Moderator
Speakers
Conference Documents
Understanding the (Ir)Relevance of Shareholder Votes on M&A Deals
Has corporate law and its bundles of fiduciary obligations become irrelevant? Over the last thirty years, the American public corporation has...
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Shareholder Voting in an Age of Intermediary Capitalism
Shareholder voting is a key part of contemporary American corporate governance. As numerous contemporary battles between corporate management and...
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Zealous Advocates or Self-interested Actors? Assessing the Value of Plaintiffs? Law Firms in Merger Litigation
Using a hand-collected sample of 1,739 class actions that challenge the fairness of M&A transactions from the period 2003 through 2012, we examine...
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The Shifting Tides of Merger Litigation
In 2015, Delaware made several important changes to its laws concerning merger litigation. These changes, which were made in response to a perception...
Read more
The International Scope of Say on Pay
Shareholders have long complained that top executives are overpaid by corporate directors irrespective of their performance. Largely powerless to...
Read more
The Paradox of Delaware’s “Tools at Hand” Doctrine: An Empirical Investigation
Much has been written on the subject of abusive shareholder litigation. The last decade has witnessed at first an increase and then a dramatic spike in...
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Briefing
Briefing
Speakers
Conference Documents
Panel
Panel
Speakers
Conference Documents
Session 7 - Summing up, Assessment and the Way Ahead
Session 7 - Summing up, Assessment and the Way Ahead
Speakers
Convergence and Persistence in Corporate Law and Governance
This paper, which will be the basis for a chapter in the forthcoming OXFORD HANDBOOK OF CORPORATE LAW AND GOVERNANCE (Jeffrey Gordon and Georg Ringe,...
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China as a "National Strategic Buyer": Towards a Multilateral Regime for Cross-Border M&A
Unlike the case of cross-border trade, there is no explicit international governance regime for cross-border M&A; rather, there is a shared...
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Principles of Financial Regulation
Inadequate regulation of the financial system is widely thought to have contributed to the financial crisis. The purpose of the book is to articulate a...
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Returns to Hedge Fund Activism: An International Study
This paper provides evidence on the incidence, characteristics, and performance of activist engagements across countries. We find that the incidence...
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Corporate Governance and Control
Corporate governance is concerned with the resolution of collective action problems among dispersed investors and the reconciliation of conflicts of...
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Outsourcing Active Ownership in Japan
This paper examines active ownership in Japan by an equity ownership service, Governance for Owners Japan (GOJ). GOJ engages with...
Read morePanel Discussions
Session 2 - Activist Shareholders and Shareholder Value: Long Term v. Short Term
Session 2 - Activist Shareholders and Shareholder Value: Long Term v. Short Term
Moderator
Introduction and Q&A moderator
Introduction and Q&A moderator
Moderator
Session 5 - Proxy Advisors: Do they wield too much influence? Whether and how to regulate - the lessons from Europe
Session 5 - Proxy Advisors: Do they wield too much influence? Whether and how to regulate - the lessons from Europe
Moderator