The Future of Corporate Governance: Proxy Voting Rules and Beyond
- By January 13, 2020
The US corporate governance landscape is in flux. The US Securities and Exchange Commission (SEC) has proposed new rules for proxy filing and advising, in an effort to “improve accuracy and transparency of proxy voting advice.” The proposals are open to public consultation until early February 2020. The proposed amendments have won plaudits from business groups such as the US Chamber of Commerce and the National Association of Manufacturers. Yet they have been criticized by proxy advisory firms (which advise shareholders on how to cast votes at public company shareholder meetings), large asset managers, and some SEC commissioners, among others.
Join the Stigler Center for a discussion on the proposed new SEC rules, their potential impact, and the future of corporate governance with Chicago Booth professor Steven Kaplan and Nell Minow, Vice Chair of ValueEdge Advisors and co-founder of proxy advisory firm Institutional Shareholder Services. The discussion will be moderated by Chicago Booth professor Luigi Zingales.
Steven Kaplan conducts research on issues in private equity, venture capital, entrepreneurial finance, corporate governance and corporate finance. He has published papers in a number of academic and business journals. Kaplan is a research associate at the National Bureau of Economic Research and an associate editor of the Journal of Financial Economics. He ranks among the top 60 in paper downloads and in paper citations (out of over 280,000 authors) on SSRN (Social Science Research Network). He is the co-creator of the Kaplan-Schoar PME (Public Market Equivalent) private equity benchmarking approach. A Fortune magazine article referred to him as "probably the foremost private equity scholar in the galaxy.” Kaplan teaches advanced MBA and executive courses in entrepreneurial finance and private equity, corporate finance, corporate governance, and wealth management. BusinessWeek named him one of the top 12 business school teachers in the country. Kaplan also co-founded the entrepreneurship program at Booth. With his students, he helped start Booth’s business plan competition, the New Venture Challenge (NVC), which has spawned over two hundred companies that have raised almost $1 billion and created over $10 billion in value including GrubHub, Braintree/Venmo and Simple Mills. Kaplan serves on the boards of Morningstar, Zayo Group and the Illinois Venture Capital Association. He has been a member of the faculty since 1988.
Nell Minow has worked in the field of corporate governance and shareholder advocacy for more than 30 years. She is Vice Chair of ValueEdge Advisors, which advises institutional shareholders on corporate governance issues. She was co-founder and board member of GMI Ratings (formerly The Corporate Library), which was sold to MSCI in 2014. GMI Ratings continues to be the leading independent research firm evaluating governance risk with data and analysis of corporate boards and research, study and critical thinking about corporate governance. Ms. Minow served as a principal in the governance investment firm LENS (where Business Week online called her “the queen of good corporate governance” and Fortune called her “a CEO killer”) and general counsel and president of Institutional Shareholder Services. Earlier, she was an attorney at the Environmental Protection Agency, the Office of Management and Budget, and the Department of Justice. She is co-author with Robert A.G. Monks of three books, including five editions of the leading MBA textbook on corporate governance, and she taught MBA students at George Mason University for five years. In 2008, she received the highest award in the field from the International Corporate Governance Network and in 2013 she received a lifetime achievement award from Corporate Secretary Magazine.
Luigi Zingales (moderator) is the Robert C. McCormack Distinguished Service Professor of Entrepreneurship and Finance and the Charles M. Harper Faculty Fellow and Director of the Stigler Center at the University of Chicago Booth School of Business. His research interests span from corporate governance to financial development, from political economy to the economic effects of culture. He has published extensively in the major economics and financial journals. He also wrote two best-selling books and recently launched the Capitalisn't podcast with Katherine Waldock from Georgetown University.
11:45 a.m. Registration
12:00 p.m. Discussion and Q&A
1:00 p.m. Adjournment and book signing