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Cooley LLP

Surprising pushback on Delaware proposed amendments

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Recently, the Council of the Corporation Law Section of the Delaware State Bar Association proposed some amendments to the Delaware General Corporation Law, as they do with some regularity. (See this Alert from the Delaware...more

White & Case LLP

The INDEX Act: A challenge to the voting influence of institutional investors that may yield unintended consequences

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The Act's supporters say it would shift voting power from large investment advisers to individual investors, but the reality could be far more complex - The INDEX Act arrives at a moment of increasing resistance to ESG...more

Cooley LLP

Blog: Have we reached an inflection point on environmental and social shareholder proposals?

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In this thoughtful article from the Managing Editor at ISS Analytics, The Long View: US Proxy Voting Trends on E&S Issues from 2000 to 2018, the author contends that, notwithstanding high-level data showing relatively static...more

Cooley LLP

Blog: Human Capital Management Moves To The Forefront As An Investor Concern

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For 2018, BlackRock has identified human capital management as one of its engagement priorities, echoing the exhortation from BlackRock CEO Laurence Fink in his 2018 annual letter to public companies: with governments seeming...more

Cooley LLP

Blog: When Theories Collide: What Happens When The Shareholder Preeminence Theory Meets The Stakeholder Theory?

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Laurence Fink, the Chair and CEO of BlackRock, has issued his annual letter to public companies, entitled A Sense of Purpose. As in prior years, Fink advocates enhanced shareholder engagement and a focus on long-term...more

Cooley LLP

Blog: Has Demand for ESG Disclosure Reached an Inflection Point?

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Do investors really care about ESG (environmental, social and governance) disclosures? Apparently they do, according to a recent survey by EY, and they even take information about ESG into account in making investment...more

Cooley LLP

Blog: Passive Investors: The Invisible Hand Of The Marketplace?

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You might be interested in this article in the WSJ discussing the ascension to power-broker status of passive investors, such as index funds. The article contends that “leverage over America’s corporate boards… increasingly...more

Latham & Watkins LLP

Evolving Director-Investor Communications: Preparing for Your Board’s Direct Engagement with Shareholders

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Preparation, two-way communication, targeted proactive engagement and choosing the right director for the job are the keys to a successful engagement strategy, say Latham & Watkins partners Mark Gerstein and Steve Stokdyk in...more

Baker Donelson

What You Need to Know About Hospitality REITs

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In February 2016, Hilton Worldwide announced its plans to spin off the bulk of its hotel real estate into a publicly traded real estate investment trust (REIT) to be owned by its shareholders by the end of the year. The...more

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