March 30, 2017

More on “Snap: The Debate Over Voting Rights Continues”

It’s all about the “index.” A few weeks ago, John blogged about the debate over the dual class voting structure of Snap. This Vox article is entitled “Snap offered shareholders a terrible deal. Lots of people signed up anyway.”

Some folks wrote to me in response, noting that many investors were not clambering to buy the IPO shares. As John noted in an update to his blog, the bigger issue for investors – particularly the heavily indexed managers – is that once these shares wind up in indexes, they will be forced to hold them whether they want to – or not.

This point is eloquently made in these remarks by CII Executive Director Ken Bertsch before a SEC Investor Advisory Committee recently – also see this letter from CII to Snap…

Podcast: Ken Bertsch on Dual Class Voting Structures

In this 13-minute podcast, Ken Bertsch – Executive Director of the Council of Institutional Investors – discusses Snap’s IPO & more, including:

– How – and why – has CII opposed Snap’s dual class voting structure?
– How has CII (& other investor groups) responded to calls for shareholder proposal reform?
– How has it been moving back to Washington DC?

This podcast is also posted as part of my “Big Legal Minds” podcast series. Remember that these podcasts are also available on iTunes or Google Play (use the “My Podcasts” app on your iPhone and search for “Big Legal Minds”; you can subscribe to the feed so that any new podcast automatically downloads…

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Conflict Minerals: State Department Gets Involved

Here’s the intro from this Cooley blog:

Bloomberg BNA is reporting that the State Department has launched a new review of “how best to support responsible sourcing of conflict minerals,” which will continue through April 28. Although it’s not known whether the SEC is involved in the State Department’s efforts, BNA suggests that the review “could help determine the next step in a potential rethink” of the SEC conflict minerals rule.

And here’s a Cooley blog about a group of Senate Democrats who sent a letter to the SEC’s Inspector General about whether Chair Piwowar had the authority to resolicit comment on the pay ratio and conflict minerals rulemakings…

Broc Romanek