David A Katz

January 24, 2018 | New York Law Journal

Corporate Governance columnists David A. Katz and Laura A. McIntosh write: In light of recent events, corporate directors may consider adding an item to the agenda for their next board meeting: the issue of potential sexual misconduct at the company.

By David A. Katz and Laura A. McIntosh

6 minute read

November 29, 2017 | New York Law Journal

Corporate Governance columnists David A. Katz and Laura A. McIntosh write: Staff Legal Bulletin 14I should be a valuable tool for companies to minimize unnecessary costs of the shareholder proposal process while still ensuring that a worthwhile proposals will be presented for shareholder consideration. While further reform of the 14a-8 regime is necessary, SLB 14I is an important development in the right direction.

By David A. Katz and Laura A. McIntosh

7 minute read

September 27, 2017 | New York Law Journal

In their Corporate Governance column, David A. Katz and Laura A. McIntosh write: With the evidence for board diversity very much in the public domain, the behavior of hedge fund activists seeking board representation has been somewhat puzzling. Hedge fund activism has been notably counterproductive in terms of gender diversity on public boards.

By David A. Katz and Laura A. McIntosh

6 minute read

July 26, 2017 | New York Law Journal

In their Corporate Governance column, David A. Katz and Laura A. McIntosh write: Recent developments in corporate governance indicate a welcome emphasis on common sense principles.

By David A. Katz and Laura A. McIntosh

6 minute read

May 24, 2017 | New York Law Journal

In their Corporate Governance column, David A. Katz and Laura A. McIntosh write: Recent global cyberattacks have rudely reminded corporate America that cybersecurity risk management must be at the top of the board of directors' corporate governance agenda. Companies have no choice but to prepare proactively.

By David A. Katz and Laura A. McIntosh

11 minute read

March 22, 2017 | New York Law Journal

In their Corporate Governance column, David A. Katz and Laura A. McIntosh of Wachtell, Lipton, Rosen & Katz write: Activist investors are taking advantage of favorable conditions in the 2017 market environment to further their activist agendas. Activists are eager to recoup losses from 2016, when the S&P 500 outperformed activist funds as a whole. Companies should review their overall preparedness, take a close look at their potential vulnerabilities to activist attack, and proactively shore up any weaknesses to the extent possible.

By David A. Katz and Laura A. McIntosh

15 minute read

January 25, 2017 | New York Law Journal

In their Corporate Governance column, David A. Katz and Laura A. McIntosh write: In what has been called a "breakout year" for gender diversity on U.S. public company boards, corporate America showed increasing enthusiasm for diversity-promoting measures during 2016. Momentum toward gender parity on boards is building, particularly in the top tier of public corporations.

By David A. Katz and Laura A. McIntosh

12 minute read

September 21, 2016 | New York Law Journal

In their Corporate Governance column, David A. Katz and Laura A. McIntosh write: Overseeing FCPA compliance is no easy task. As a legal matter, boards are required to create and follow procedures designed to ensure compliance with applicable laws. Directors succeed in this task by fostering a culture of high ethical standards, by prioritizing compliance oversight, and often by personally investing time and effort in the company outside the boardroom.

By David A. Katz and Laura A. McIntosh

10 minute read

July 27, 2016 | New York Law Journal

David A. Katz and Laura A. McIntosh discuss director tenure, or "board refreshment," and write: The best way to achieve healthy board turnover is not term limits or retirement ages but a robust director evaluation process combined with an ongoing director succession process.

By David A. Katz and Laura A. McIntosh

21 minute read

May 26, 2016 | New York Law Journal

In their Corporate Governance column, David A. Katz and Laura A. McIntosh write: Lawmakers are taking significant steps toward much-needed regulation of proxy advisory firms. With a bipartisan bill introduced this week, Congress outlined a comprehensive oversight framework for increasing the transparency and accountability of proxy advisory firms.

By David A. Katz and Laura A. McIntosh

13 minute read