Rachel Hayes and Scott Schaefer of the University of Utah have published CEO Pay and the Lake Wobegon Effect in the Journal of Financial Economics. The central tenet is that every CEO wants to be paid above average because that means the company is performing above average.
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The 2008 Year in Review from Securities Docket
This panel joined Securities Docket’s Bruce Carton to look back at the most important and interesting developments in 2008, and offer their predictions for 2009. Walter Olson (Point of Law; Overlawyered), Kevin LaCroix (The D&O Diary) Tom Gorman (SEC Actions) Francine McKenna (re: the Auditors) Kevin started off noting that the number of securities class [...]
Cornerstone Research 2008 Review of Securities Class Action Filings
Cornerstone Research released their
Institutional Investors Taking A Proactive Stance With President- Elect Obama
A group of 60 institutional investors send a letter to President-Elect Obama. More than 60 institutional investors were signatories to this letter encouraging President-Elect Obama to improve financial risk disclosures by U.S. corporations. The letter encourages President-Elect Obama to Work in First 100 Days to Reverse Recent SEC Roadblocks to Shareholder Proxy Resolutions Inquiring About [...]
Imposing Caremark Fiduciary Duty on Corporate Officers
I previously posted on the Midland Grange case [Delaware Imposing Same Fiduciary Duty on Officers as Directors] where the Delaware Chancery Court imposed the same obligations on officers as directors, including the duty of loyalty and the duty of care. In Miller v. McDonald, et al., ( D. Del., Bankr., April 9, 2008), the Bankruptcy Court [...]
Delaware Imposing Same Fiduciary Duty on Officers as Directors
In Stone v. Ritter, we saw the Delaware courts imposing a duty on corporate directors to attempt to assure that a corporate information and reporting system exists, and that failure to do so may, under some circumstances, render a director liable for losses caused by the illegal conduct of employees. See The Implications of Stone [...]
Key Principles for Strengthening Corporate Governance
Holly Gregory of Weil, Gotshal & Manges LLP posted on The Harvard Law School Corporate Governance Blog about the release of Key Agreed Principles for Strengthening Corporate Governance by The National Association of Corporate Directors, with the support of the Business Roundtable. The Principles identify the core areas that boards, management and shareholders agree should [...]
