David A Katz

October 05, 2007 | The Recorder

Amid turmoil in the credit market, one welcome change has to do with the increased constraints put on hedge fund activists.

By David A. Katz and Laura A. McIntosh

9 minute read

October 03, 2001 | Law.com

The U.S. Securities and Exchange Commission has proposed amendments to the Commission's rules governing electronic filings that will require foreign private issuers and foreign governments to file their Securities Act and Exchange Act documents electronically through the Commission's EDGAR System. Use of the EDGAR system will allow investors to access these documents over the Internet immediately after filing.

By David A. Katz and Lorenzo Borgogni

5 minute read

December 30, 2010 | New York Law Journal

Wachtell, Lipton, Rosen & Katz's David A. Katz and Laura A. McIntosh review some of the legislative and regulatory events and key trends of 2010 that are expected to have an impact over the next year, including Dodd-Frank's effect on say-on-pay, the revised proxy policies of Institutional Shareholder Services, and more.

By David A. Katz and Laura A. McIntosh

11 minute read

March 30, 2006 | Law.com

Director compensation, like executive compensation, is an important corporate governance issue today. With increased responsibilities and perceived greater risk of personal liability, board members are working harder, are serving on fewer boards and are more committed to their directorships than ever before. Corporate boards can take advantage of advisory organizations' guidelines to create a tailored director compensation policy with essential rules about compensation disclosures.

By David A. Katz and Laura A. McIntosh

13 minute read

July 29, 2009 | Corporate Counsel

In recent weeks, regulators and lawmakers have proposed a dizzying array of reforms that, if implemented, would exacerbate short-termism, undercut directorial discretion, further empower shareholder activists, and impose unnecessary and potentially costly burdens on public companies, according to attorneys David A. Katz and Laura A. McIntosh, who say few of the proposed reforms are truly new and nearly all are ill-conceived.

By David A. Katz and Laura A. McIntosh

24 minute read

May 27, 2010 | New York Law Journal

In their Corporate Governance Update column, David A. Katz, a partner at Wachtell, Lipton, Rosen & Katz, and Laura A. McIntosh, a consulting attorney at the firm write that the final version of the financial reform bill adopted by the Senate last week included a number of corporate governance and executive compensation provisions that would apply to all U.S. public companies, a situation which they caution would impose an unproductive "one size fits all" approach.

By David A.Katz and Laura A. McIntosh

13 minute read

October 29, 2009 | New York Law Journal

David A. Katz, a partner at Wachtell, Lipton, Rosen & Katz, and Laura A. McIntosh, a consulting attorney for the firm, write: Although 2009 was more notable for legislative and regulatory corporate governance initiatives than for shareholder activism, the recently concluded proxy season produced several potentially significant results. As might be expected, executive compensation issues attracted a large number of shareholder proposals and a significant degree of shareholder support. In the general category of corporate governance, a few topics appeared to be increasingly popular with shareholders: the right to call special meetings, the majority election of directors and independent board chairmanship.

By David A. Katz and Laura A. McIntosh

18 minute read

October 02, 2007 | Law.com

The dark cloud of the international credit crunch caused by the United States' subprime mortgage defaults may yet have a small silver lining for public companies: the real possibility of a decline in hedge fund activism.

By David A. Katz and Laura A. McIntosh

8 minute read

January 27, 2006 | Corporate Counsel

With the spotlight of public attention now shining bright on corporate governance, companies must take the opportunity to review their takeover preparedness and consider the extent to which shareholder rights plans or "poison pills" can be a valuable part of the overall picture. Attorneys David A. Katz and Laura A. McIntosh caution against companies' limiting their flexibility in the takeover context simply to increase their corporate governance ratings.

By David A. Katz and Laura A. McIntosh

14 minute read

March 26, 2009 | New York Law Journal

David A. Katz, a partner at Wachtell, Lipton, Rosen & Katz, and Laura A. McIntosh, a consulting attorney for the firm, write that ecently, a number of corporate governance reforms have been proposed or undertaken recently at the stock exchanges, as well as at the state and federal level, that may, when taken together, have profound consequences for director elections and the power of institutional investors and activist shareholders. One such reform, they note, is the NYSE proposed rule, recently resubmitted to the SEC, that would prohibit discretionary voting by brokers in uncontested director elections.

By David A. Katz and Laura A. McIntosh

15 minute read