After several years that seemed defined by turmoil and uncertainty, 2015 delivered some unexpected and much-needed clarity for corporate directors on issues such as proxy access, compensation disclosure, investor expectations regarding board composition, certain director and financial advisor conflicts of interest, and audit committee processes and related disclosure. The past year also saw corporations adopting a less alarmist and more measured approach toward potential shareholder activism. The task of the director, however, will remain a challenging one in 2016. Much of the welcome guidance received during 2015 remains to be implemented, shareholders and regulators will continue to actively and closely monitor boards, and new complexities will undoubtedly arise. This memorandum discusses issues that we believe will require the attention of boards of directors and management in 2016.
Please click here to read the full alert memorandum.