February 4, 2016

Is Warren Buffett Writing Governance Best Practices?

This Cooley blog recaps this letter from BlackRock’s CEO to 500 companies about being wary of short-termism (as noted in this Davis Polk blog, the letter also urges companies to scrap quarterly earnings guidance). And here’s an excerpt from this CNBC article:

The world’s largest asset managers have held secret summit meetings to hammer out proposals for improving public company governance to encourage longer-term investment and reduce friction with shareholders. Jamie Dimon, chief executive of JPMorgan Chase, and Warren Buffett convened the sessions with the heads of BlackRock, Fidelity, Vanguard and Capital Group to work on a new statement of best practice that would cover the relationship between U.S. companies and their investors.

Also see this new study about short-termism by a trio of professors…

Transcript: “Proxy Drafting – Mid-Cap & Smaller Company Perspective”

We have posted the transcript for the webcast: “Proxy Drafting: Mid-Cap & Smaller Company Perspective.”

Political Spending: Court Dismisses Suit Against SEC for Not Acting on Rulemaking Petition

Here’s an excerpt from this Keith Bishop blog:

In practice, however, very few rights actually attend this right to petition, as was illustrated by the U.S. District Court’s recent ruling in Silberstein v. United States SEC, 2016 U.S. Dist. LEXIS 284 (D.D.C. Jan. 4, 2016). The plaintiff in that case sued the SEC after it failed to take any action in response to his rulemaking petition for over a year. The plaintiff complained that the SEC had both failed to respond and had effectively denied his petition.

With respect to both of these claims, Judge Rosemary M. Collyer ruled that the plaintiff was in the wrong court because Section 25(a)(1) of the Securities Exchange Act vests review of final orders of the SEC in the Court of Appeals, not the District Courts. Judge Collyer also found that SEC did not deny the petition; it merely failed to respond to it. Consequently, the plaintiff had failed to state a valid claim under the Administrative Procedure Act.

Broc Romanek