Category: Law

Fromthe report STAY CURRENT, published by Paul Hastings.

SEC Finalizes Rule for Compensation Committee Listing Standards and Compensation Consultant Conflicts

BY MARK POERIO & ELIZABETH A. RAZZANO

Say on Pay Myths

(From Bainbridge.com) I just read a very important paper, challenging the mythology that has grown up around say on pay.Larcker, David F., McCall, Allan L., Ormazabal, Gaizka and Tayan, Brian, Ten Myths of 'Say on Pay' (June 28, 2012). Available at SSRN: http://ssrn.com/abstract=2094704

In a new book, Columbia Professor Bruce Kogut discusses how network science reveals the small worlds and clubs behind the exercise of corporate governance. The research does not seem to cover Japan, but seems very pertinent for considering the evolution of governance here.

(Interview with Professor Rogut, taken from http://www4.gsb.columbia.edu/ideasatwork/feature/7228753 )

The following entry appeared as part of Harvard Law SchoolForum on Corporate Governance and Financial Regulation

The Kobe District court recently handed down a judgment ordering a company to disclose information relating to its MBO (excluding information which the exposure of which could potentially harm whistleblowers).

http://agora-web.jp/archives/1462216.html

Some are calling this a very significant judgment, though we will have to see how it plays out (including any appeals).

The following entry appeared as part of GovernanceMetrics International’s GMI Blog. GMI is the leading independent provider of global corporate governance and ESG ratings and research. Corporate stakeholders – including leading investors, insurers, auditors, regulators and others – use GovernanceMetrics services to identify and monitor risks related to non-financial measures covering key environmental, social, governance […]

（任務）
第三条 　金融庁は、我が国の金融の機能の安定を確保し、預金者、保険契約者、有価証券の投資者その他これらに準ずる者の保護を図るとともに、金融の円滑を図ることを任務とする。

Edited by: Moritz Bälz, Marc Dernauer, Christopher Heath, Anja Petersen-Padber.Note:Harald Baum is an Advisorto BDTI – Compilations of cases with commentary – in Japanese Hanrei Hyakusen – often provide the most practical way to obtain a quick and reliable understanding of a specific field of law, as well as guidance on how best to proceed i

Shareholders’ voting rights are supposed to be a fundamental asset, giving shareholders a say in the most important corporate decisions. However, institutional investors had seldom used theirs as they are rationally apathetic; it made more sense for them to sell their stocks when a company is under-performing. Facing mandatory-voting regulations, they have outsourced proxy voting to proxy advisors. Those consulting firms provide voting recommendations and technological support to investors to cast their votes.

The followingentry appeared as part of GovernanceMetrics International’s GMI Blog. GMI is the leading independent provider of global corporate governance and ESG ratings and research. Corporate stakeholders – including leading investors, insurers, auditors, regulators and others – use GovernanceMetrics services to identify and monitor risks related to non-financial measures covering key environmental, social, governance and accounting risk factors.