Tag Archives | law

Ciara Torres-Spelliscy holding Corporate Citizen?

Torres-Spelliscy: Corporate Citizen?

Torres-Spelliscy’s Corporate Citizen? An Argument for the Separation of Corporation and State, analyzes the trail of legal cases that led to the 2010 Supreme Court decision in Citizens United, as corporations won rights originally reserved for citizens. Not only are they winning the rights of real persons, but they are avoiding the responsibilities of citizenship… like paying taxes. […]

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Research Associate Conference Board

Research Associate Job, Conference Board

Research Associate opening at the prestigious and influential Conference Board. Work on corporate governance leadership issues with Douglas K. Chia, Judy McLevey  and Matteo Tonello. There aren’t many opportunities like this in the corporate governance industrial complex. Research Associate: Position Summary Conducts research projects developed within The Conference Board’s (more…)

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Bernard S. Sharfman: Speaking Availability

Following publication of two out of three planed posts on recent research (part 1 and part 2), the following was received from Bernard S. Sharfman concerning his availability as a speaker, complete with a PowerPoint Presentation of his most recent paper. Since I believe his article and ideas deserve wide circulation, I reproduce his note below. […]

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Fenwick & West LLP

Silicon Valley Corporate Governance & Gender Diversity

Fenwick & West, one of the Silicon Valley’s premier law firms serving technology, venture capital and life sciences companies, released its Corporate Governance Survey and its adjunct Gender Diversity Survey. The surveys cover more than a decade of governance and leadership trends comparing companies in the S&P 100 and their relatively smaller and younger counterparts in the Silicon Valley […]

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Charles P. Valdes, CSEA President, 1979-83

Valdes Death Marks End to an Era of Corruption at CalPERS

Charles P. “Chuck” Valdes and I first met when he was the President of the California State Employees Association (CSEA) in 1979 or the early 1980s. California state employees had just won collective bargaining rights.  I was advocating that CSEA affiliate with SEIU to increase solidarity between state and private employees. I was struck by […]

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Guest Post: Stay Informed with Jurify’s Free Corporate Governance Database

Guest Post by Nicole Jasso Lopez, corporate lawyer and President at Jurify.com, discussing how Jurify presents corporate governance resources and keeps you up-to-date on developments.  Jurify’s mission is to make sense of the law at a time when much information is free but navigating it is becoming increasingly difficult and time-consuming.  And corporate governance is […]

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SEBI's New Disclosure Guidelines for Mutual Funds

Guest post from Shriram Subramanian, founder of InGovern Research Services with the objective of facilitating shareholder activism by institutional investors and thereby enhancing corporate governance in India. Proxy Advisory Services, Corporate Governance Research, Risk Monitoring, and Proxy Services. India’s SEBI, through a circular dated March 24th, 2014, released a new set of disclosure guidelines to be followed by mutual funds. These […]

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Video Friday: Margaret Blair – Making The Hard Call: The Unheralded Role of Corporate Boards of Directors

The UBC Faculty of Law welcomed its fourth Fasken Martineau Visiting Senior Scholar, Professor Margaret Blair. Professor Blair is an economist who focuses on management law and finance. Her current research focuses on five areas: team production and the legal structure of business organizations, legal issues in the governance of supply chains, the role of […]

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Take Action: Join Nader's Penny Brigade

Some have argued that Ralph Nader started socially responsible shareholder activism with Campaign GM, when the group filed shareholder proposals to expand GM’s board to include consumer advocates and empower shareholders to place their board nominees on GM’s proxy ballot (proxy access).  According to a recent article in the WSJ, the longtime consumer advocate is now putting […]

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Review: Corporation Nation

Corporation Nation (Haney Foundation Series) by Robert E. Wright  delves into the history of the corporation, particularly in pre-Civil War United States (the antebellum period). Like the earlier reviewed Shareholder Democracies?: Corporate Governance in Britain and Ireland before 1850, Corporation Nation addresses central issues such as agency theory, democracy and public interest through the lens of history. Despite […]

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Job: General Counsel at CalPERS

CalPERS is still recruiting to fill its vacant General Counsel position.  This is an exciting opportunity for a visionary in the legal profession to play a key role in a preeminent public pension fund.  Under the direction of the Chief Executive Officer, the General Counsel supports CalPERS in the management of a global portfolio of […]

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CalPERS Launches Search for General Counsel

The California Public Employees’ Retirement System (CalPERS) is seeking a visionary in the legal profession for the role of General Counsel to serve as a critical member of the organization’s Executive Team in support of CalPERS pension and health care programs. The General Counsel advises the Board of Administration, Chief Executive Officer and the organization […]

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Walt Disney

Take Action: Mickey Mouse Rule at SEC Needs Amending

Is SEC Rule 14a-8(i)(9) fair? Should the SEC amend the rule? What’s your opinion?  I think the rule is problematic and needs changing. In this post I explain why, using my proposal at Disney (DIS)  to allow shareowners to call a special meeting as an example. Here’s the text of the SEC rule: (more…)

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Call for Papers: Purpose, Use, Potential Misuse of Stock Prices in Public Equity Market

Purpose, Use, Potential Misuse of Stock Prices in Public Equity Market Deadline for Proposals:  November 15, 2013 Author Presentation of Findings:  September 19, 2014 The Investor Responsibility Research Center Institute & The Millstein Center for Global Markets and Corporate Ownership have initiated a joint effort to better understand the purpose, use and potential misuse of stock prices in […]

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Video Friday: Brian Cheffins on Comparative Corporate Governance

In 2012 Cambridge University launched a Masters degree in Corporate Law (the MCL), which offers students the opportunity to engage in detailed study of the legal and regulatory framework within which companies are governed and financed. The MCL, a full-time nine-month program, is taught by the Cambridge Law Faculty’s team of corporate lawyers, widely recognized as […]

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Review: Law as Engineering

Law As Engineering: Thinking About What Lawyers Do takes a creative approach to law; instead of seeing law as closely associated with philosophy or economics, David Howarth points to legal design. Most attorneys aren’t involved in litigation. Like engineers, they are often hired to provide services not in the abstract but for particular purposes, mostly to […]

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Shareholder Wealth Maximization: Implementation under Corporate Law

No time for my own analysis, but I though readers should be aware of this recent paper. Sharfman, Bernard S., Shareholder Wealth Maximization and its Implementation under Corporate Law (May 16, 2013). Florida Law Review, Vol. 65, No. 5 (2013). Full text available at SSRN. Abstract: As its theoretical foundation, this article accepts shareholder wealth maximization […]

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Review: Whistleblower Laws

In The Successes and Failures of Whistleblower Laws, Robert G. Vaughn puts his life-long interest in perspective. A background with Nader’s Raiders studying federal agencies, work as an attorney representing whistleblowers, academic research and insights gained through study abroad facilitate Vaughn’s ability to evaluate the laws through theory and practice, stories and themes. From Stanley Milgram […]

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Corporate Directors Forum 2013: Bonus Session

Below are some relatively quick notes I took at the Corporate Directors Forum 2013, Bonus Session, held on the beautiful campus of the University of San Diego, January 27, 2013. For a list of conference materials, see the Forum’s official site. My site, Corporate Governance (CorpGov.net) is unaffiliated. The program was subject to the Chatham House Rule, so […]

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What to Expect in Regulation/Litigation

Center for Corporate and Securities Law 2013 Directors Forum Bonus Session looks like great add-on to the main event, Directors Forum 2013: Directors, Management & Shareholders in Dialogue, University of San Diego – Institute for Peace & Justice, Sun – Tues, 1/27-29/2013. See ten part coverage from 2012. The bonus session is Sunday, January 27, 2013 from 2:30 p.m. to 4:45 p.m. […]

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Take Action: Write to Chevron to Protect Shareowner Rights

Chevron’s subpoena of e-mails in this case goes well beyond the individual players and is a threat to the communication rights of all shareowners. Action: Please take 60 seconds right now to send a message similar to the following to Chevron: I write to protest Chevron’s subpoena seeking emails and communications from Trillium Asset Management […]

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Free Handbook: Corporate Governance and Securities Laws for 2013

Public companies are subject to an extensive and complex regulatory regime under the U.S. federal securities laws and stock exchange listing rules. This free handbook from Vintage Filings provides an overview of the securities law and stock exchange reporting, disclosure and corporate governance requirements applicable to public companies and their officers, directors and large shareholders. […]

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Lowell Milken Institute Offers Law Teaching Fellowship

The Lowell Milken Institute for Business Law and Policy at UCLA School of Law is now accepting applications for the Lowell Milken Institute Law Teaching Fellowship, a full-time, year-round, one or two academic-year position (approximately July 2013 through June 2014 or June 2015).  The position involves law teaching, legal and policy research and writing, preparing to […]

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