Tag Archives | IPO

Dual-Class Enablers

Dual-Class Enablers: Vote Against Directors

Dual-Class Enablers – CII brings them from shadows to sunlight. Get out your disinfectant (your proxies) and vote against these directors both at dual-class companies (where your vote has little impact) AND at other companies where dual-class enablers also occupy board seats, for now. Print out the list today and use it when voting your […]

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Tepper - Myth of Capitalism

Tepper’s Myth of Capitalism reviewed

Tepper begins his book (with Hearn) by recounting United Airlines forcibly removing paying passenger Dr. David Dao, a Vietnamese-American pulmonologist, from an overbooked plane. The video of him going unconscious and bloody went viral. United’s CEO initially blamed the passenger for resisting but later settled. Jonathan Tepper and Denise Hearn fail to mention Dr. Dao suffered a broken nose, loss […]

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VIE Shell Game

CII Highlights Chinese VIE Corporate Structure Risk

A new report from the Council of Institutional Investors (CII) underlines the risks posed to investors by a corporate structure called a variable interest entity (VIE). Sixty two percent of Chinese companies listed on U.S. stock exchanges use a VIE, including internet giants Sina, Baidu, Alibaba and JD.com. U.S. exchanges are experiencing a surge of […]

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CII - Public Companies Endangered

CII: Public Companies Endangered Species?

Public Companies Endangered Species: CII Panel Are public companies an endangered species? If so, why? How can we solve that problem? At last week’s Council of Institutional Investors (CII) Fall Conference there as an informative panel discussion entitled Public Companies: An Endangered Species? Panelists were David Brown, Michael Mauboussin, and Robert McCooey moderated by the always erudite and entertaining Frank Partnoy, one of the […]

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Rock Center for Corporate Governance

Video Friday: Rise of Controlled Corporations

On January 12, 2015, Stanford’s Rock Center for Corporate Governance hosted a panel discussion called “The Rise of Controlled Corporations.” Unfortunately, this is one program at the Rock Center that I missed. With Alibaba’s recent IPO on NYSE (instead of Hong Kong or China), the “one-share, one-vote” corporate governance standard has once again been challenged. […]

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Dan Boxer discusses why founders cede control

Founders Cede Control to Independent Boards: Why?

After founders have raised funds from friends and family, and in some cases, angels, the next round of capital is likely to come from professional investors, usually venture capital (VC). Unless the demand for an investment opportunity is so great as to allow the founders to dictate the terms, it is likely that VC investment […]

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2013 Millstein Forum: Dual-Class Structures, Pro and Con

Sorry to be late and abbreviated in getting out my coverage of this great forum. Be sure to check out the Forum’s photo gallery, which contains many more and much better shots than what I took between notes and conversations. The second panel discussed the growing issue of dual-class stock structures. While there was considerable […]

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The Jobs Act: Challenges and Opportunities

As the United States continues to rebuild its economy, the JOBS Act will impact businesses and financial markets. Legal practitioners, scholars, and students must be proficient in the legal and business aspects of the JOBS Act. This symposium will facilitate discussions of potent topics related to the future of securities transactions regulated under the JOBS […]

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Enhancing Shareholder Value: What's Hot in M&A and IP

It had been months since I’d attended an SVNACD breakfast meetings. Top talent was on hand, both among the panelists and in the audience. The facility at Wilson, Sonsini, Goodrich & Rosati was great. Sorry about photo quality… first time working with a new camera that I may not keep. As usual, my notes are […]

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