Should Your Board Consider a Move Out of Delaware?
Delaware is widely regarded as having the most business-friendly legal framework in the nation. Yet, a handful of companies have announced plans to reincorporate outside of the state. In our podcast, a Delaware judge and senior partner in Skadden’s Wilmington, Delaware office describe the state’s unique focus on corporate law, including well-developed case law, a flexible corporate code and responsive executive and legislative branches, and why reincorporation outside of the state may not be the right move for your company.
Is an Activist Targeting Your Company?
Ted White of Legion Partners and Skadden partners Ann Beth Stebbins and Elizabeth Gonzalez-Sussman discuss what draws the attention of activist investors to a company, how activists work with other shareholders and how they gauge the response of management when the activist first approaches a company.
When and How To Replace a Director
In the latest Informed Board podcast, host Ann Beth Stebbins and her guests discuss the need to replace directors whose skills no longer match the strategic direction of the company or may be perceived to have served too long.
What Goes On Inside Your Boardroom? Investors Want To Know
Skadden’s Ann Beth Stebbins discusses with PJT Camberview’s Allie Rutherford and Adrienne Monley how a company can best convey to investors what makes its board effective — both the mix of directors’ skills and the way the board functions.
When and How Directors Should Engage With Investors
Skadden M&A partner Ann Beth Stebbins and her guest, Rebecca Corbin of Corbin Advisors, explore the critical role that directors play in shareholder engagement. Corbin stresses that a proactive, not merely reactive, approach toward shareholder engagement is essential for success.
CEO Succession Planning on a Clear Day
Succession planning for senior management should be an annual process, managed by the board. Our panel discusses best practices, including how to develop multiple and next-level candidates, how to keep internal candidates incentivized, and how appointment of an executive chairman for a fixed span can help a new CEO transition into the role.
How Will Corporate DEI Policies Be Affected by the Supreme Court Ruling in the University Affirmative Action Cases?
Skadden partners Ann Beth Stebbins, David Schwartz and Lara Flath discuss what the Supreme Court decision in June striking down race-based factors in university admissions programs means for U.S. companies.
Will the EU’s Focus on Foreign Subsidies Make It More Difficult To Acquire European Businesses?
Skadden partners Giorgio Motta and Ann Beth Stebbins discuss the EU’s new rules requiring companies buying European targets to disclose any non-EU subsidies they or the target have received that might distort the EU internal market.
What a New Executive Order and Tighter Controls on Tech Exports Mean for Companies Doing Business in China
With tighter U.S. rules restricting technology exports to China, stepped up enforcement efforts and an executive order expected soon imposing restrictions on certain outbound investments into China, companies should revisit their compliance programs to be sure they satisfy government requirements.
How the SEC Is Making it Harder To Exclude Shareholder Proposals and What This Means for ESG This Proxy Season
Ahead of the 2022 proxy season, the SEC shifted its approach to shareholder proposals and permitted companies to exclude far fewer shareholder proposals from annual meeting agendas. Skadden M&A partner Ann Beth Stebbins leads a discussion about the impact the SEC shift had last year, particularly with respect to ESG proposals, and what we can expect this year. She is joined by Dalia Blass, BlackRock’s head of external affairs, Gabrielle Wolf, a director at shareholder advisory firm Innisfree M&A, and Skadden partner Marc Gerber.
Pass-Through Voting: Empowering Shareholders or Increasing the Influence of Proxy Advisors?
Will the “pass-through” voting recently implemented at some index funds promote shareholder democracy? Skadden partner Ann Beth Stebbins leads a discussion with Dalia Blass of BlackRock, Gabrielle Wolf of Innisfree M&A and Skadden partner Marc Gerber. They explain how the process works and describe voting trends among retail and institutional investors. They also discuss the possibility the process could have the unintended consequence of increasing the influence of proxy advisory firms and activists.
Should Your Company Take a Stand on Political and Social Issues?
In the latest installment of The Informed Board podcast, Skadden partner Ann Beth Stebbins leads a discussion about political and social issues in the workplace, responding to evolving employee expectations and the increased scrutiny of corporate political contributions. The panel also discusses how political and social issues may affect director elections this proxy season.
How Antitrust Regulators and the SEC Are Advancing the Wider Biden Agenda
In this inaugural episode of The Informed Board podcast, Skadden partners Maria Raptis and Raquel Fox join our host Ann Beth Stebbins to discuss changing approaches to antitrust and securities regulation in Washington. They talk about new priorities in antitrust enforcement, new disclosure initiatives by the Securities and Exchange Commission, and the obstacles that could hinder regulatory rulemaking.