The Realities of Stewardship for Institutional Owners, Activist Investors and Proxy Advisors
Tuesday, 3 December 2013
Securities and Exchange Commission
Washington DC

A free all-day conference under the auspices of the Securities and Exchange Commission (SEC) and the European Commission, organised by the European Corporate Governance Institute and the Columbia Law School. With Lithuania holding the Presidency of the Council of the European Union, the organisers are most grateful for the support of the Lithuanian Embassy in Washington and for sponsorship of the 2013 conference by PricewaterhouseCoopers (PwC).

Program | Presentations and speeches | Video recordings | Disclaimer | List of attendees | Background reading | Background to the Dialogue

Background reading
more to follow
Some documents that participants might find useful to read by way of background to the issues to be be discussed at the conference
General reading
The EU corporate governance framework Green Paper
European Commission COM(2011) 164 final 5 April 2011
COMMUNICATION FROM THE COMMISSION TO THE EUROPEAN PARLIAMENT, THE COUNCIL, THE EUROPEAN ECONOMIC AND SOCIAL COMMITTEE AND THE COMMITTEE OF THE REGIONS Action Plan: European company law and corporate governance - a modern legal framework for more engaged shareholders and sustainable companies
COM(2012) 740/2 12 December 2012
ECGI academic conference in Brussels to discuss the Action Plan
23 January 2013
For session 2: Activist Shareholders and Shareholder Value
The Shareholder Rights Project (SRP), a clinical program directed by Professor Lucian Bebchuk
Harvard Law School
Harvard’s Shareholder Rights Project is Wrong
Wachtell, Lipton, Rosen & Katz 21 March 2012
Harvard’s Shareholder Rights Project is Still Wrong
Posted by Martin Lipton and Daniel Neff, Wachtell, Lipton, Rosen & Katz 30 November 2012
The long-term effects of hedge fund activism by Lucian A. Bebchuk, Alon Brav, and Wei Jiang
Columbia Business School Research Paper No. 13-66  9 July 2013
For session 5: Proxy Advisors
How Powerful is ISS? Less—and in Different Ways—than Most People Think by Stephen Choi, Jill Fisch and Marcel Kahan
The Corporate Governance Advisor Volume 19, Number 6 November/December 2011
Director Elections and the Role of Proxy Advisors by Stephen Choi, Jill Fisch and Marcel Kahan
U of Penn, Inst for Law & Econ Research Paper No. 08-18 June 2010
The Power of Proxy Advisors: Myth or Reality? by Stephen Choi, Jill Fisch and Marcel Kahan
University of Penn, Institute for Law & Economics Research Paper No. 10-24 October 2010
Who calls the shots? How mutual funds vote on director elections by Stephen Choi, Jill Fisch and Marcel Kahan
Harvard Business Law Review Vol 3 2013
Discussion Paper An Overview of the Proxy Advisory Industry. Considerations on Possible Policy Options
European Securities and Markets Authority ESMA/2012/212 22 March 2012
ESMA recommends EU Code of Conduct for proxy advisor industry 19 February 2013
Final Report Feedback statement on the consultation regarding the role of the proxy advisory industry
European Securities and Markets Authority ESMA/2013/84 19 February 2013
Best Practice Principles for Governance Research Providers Group website
The Group was formed in February 2013 to address a recommendation from the European Securities & Markets Authority that the proxy industry should seek to improve understanding and transparency of the role of service providers in the proxy research space.
Draft Principles developed by the Best Practice Principles for Governance Research Providers Group under the Chairmanship of Dr. Zetzsche 28 October 2013
Proxy Advisors launch consultation on best practice principles 28 October 2013
Note: The deadline for submitting responses to the consultation is 20 December 2013 at 12.00 CET.
2013 Proxy Season Review: United States
ISS 22 August 2013
For session 6: Say on Pay
Directors' Remuneration Reporting Guidance
GC100 and Investor Group 13 September 2013
The International Scope of Say on Pay by Randall Thomas and Christoph Van der Elst
ECGI Law Working Paper No 227/2013 September 2013
The Conference Board Task Force on Corporate/Investor Engagement
Ongoing
Supplemental Pay Disclosure: Overview of Issues, Proposed Definitions, and a Conceptual Framework
The Conference Board Working Group December 2012
Say on Pay by Fabrizio Ferri
13 September 2013
Shareholder Votes and Proxy Advisors: Evidence from Say on Pay by Yonca Ertimur, Fabrizio Ferri and David Oesch
Journal of Accounting Research, Forthcoming 2 August 2013