Corporate Governance in an era of Clawbacks, ESG, Mega-Managers, and Zombie Investors (Ended)
Date, Time, and Location:
Wednesday, November 29, 2017 (add this event to your Outlook Calendar)
3:30 pm - 6:30 pm
The Conference Center, One North Wacker Drive, Chicago, IL 60602 (Driving Directions)
Since the dawn of the joint-stock corporation firms have struggled with the composition of boards and their proper role - and the consequences directors are made to suffer when they fail in that role. Similarly, investors have struggled with how to assess corporate governance and its impact on valuation and performance. Those issues have taken their most recent form in increased specialization and focus among board members, with aggressive clawbacks, say-on-pay rules, and pay-ratio reporting to compel their performance. From the investor's standpoint, mega managers and proxy services now act as defacto rule-making bodies and enforcers for governance standards. Plan sponsors with the help of emerging governance data and analysis providers are also acting aggressively by including ESG requirements in their mandates. Join CFA Society Chicago and assembled experts and thought leaders for an evening of learning and discussion about the state of corporate governance and what it means for you.
- Provide an overview of board director trends, including diversity, and its role in facilitating or detering misconduct. Learn what executive recruiters and nominating committees are doing to screen candidates.
- Learn about ESG/SRI screens, with emphasis on the "G" in ESG, their increasing roles in mandates, and what they mean for performance.
- Learn about the changing nature of ownership and control and how mega managers and proxy services influence nominations.
- Discuss corruption and the response thereto in recent cases such as Wells Fargo, Volkswagen, and BP, including clawbacks.
- Discuss if director term limits and non-overlapping directorates are impeding long term performance at the expense of short term considerations and see what long term investors are doing to counteract the trend.
Moderator, Panel 1:
Eileen Kamerick - Board Member, CFO, & Trusted Advisor
Panel 1: Management and Directors
Thames Fulton: Managing Director, RSR Partners
Frank Jaehnert: Member of the Board of Directors, Briggs & Stratton; Itron, Inc.; Nordson Corporation
Todd Henderson: Michael J. Marks Professor of Law and Mark Claster Mamolen Research Scholar, University of Chicago Law School
Moderator, Panel 2:
Bob Browne, CFA - Executive Vice President and CIO, Northern Trust
Panel 2: Investors and Asset Managers
Gillian Glasspoole, CFA: Senior Associate; Thematic Investing, Canada Pension Plan Investment Board
James Hamilton, CFA - Director, BlackRock
Kevin Ranney: Director of Product Strategy and Development, Sustainalytics
Members - $45 or FREE with Function Ticket
Student Members - $10
CAIA Member - $45
GARP Member - $45
Nonmembers - $65
(member pricing underwritten by CFA Society Chicago)
*Limited sponsorships available, contact Kim Augustyn at firstname.lastname@example.org
CFA Institute Qualified Activity: Eligible for 2 credit hours
Attire: Business Casual
3:30 pm - 4:00 pm: Registration & Networking
4:00 pm - 5:00 pm: Panel 1 - Management and Directors
5:00 pm - 5:10 pm: Break
5:10 pm - 6:15 pm: Panel 2 - Investors and Asset Managers
6:15 pm - 6:30 pm: Informal Networking
Hosted by: Education Advisory Group
Bob Browne, CFA, is executive vice president and chief investment officer for Northern Trust and is a member of Northern Trust's Operating Group and Management Group. He is also co-portfolio manager of the Northern Global Tactical Asset Allocation Fund. Browne chairs the firm's Investment Policy Committee, which sets investment policy for all Northern Trust groups in all asset classes. He is responsible for the investment group which manages multiple investment strategies including fixed income, active equity and passive investments. Browne joined Northern Trust in January 2009 and has more than 25 years of investment experience. From 2004 until 2009, he worked for ING Investment Management and was the firm's chief investment officer for Fixed Income and Proprietary Investments. In this capacity, he oversaw $120 billion in assets under management across retail and institutional clients, as well as the firm's own insurance assets. From 2002 to 2004, he was founder and managing partner of Picador Capital, an alternative investment firm. From 1999 to 2001, he was co-head of Americas Fixed Income for Merrill Lynch Investments and he also worked in the firm's London office from 1997 to 1999 as a senior portfolio manager. Browne spent the first eight years of his career at JP Morgan Investment working as a global fixed income and currency portfolio manager in the firm's Tokyo and London offices. He holds a B.A. with a major in economics from the College of the Holy Cross and a Masters in international business studies from the University of South Carolina. Browne also holds the Chartered Financial Analyst® designation.
Eileen Kamerick began her career as an M&A and securities lawyer at Skadden Arps after graduating from University of Chicago Law School in 1984. In 1989 she was recruited to Amoco to lead international transactions and also earned her MBA, with honors, in finance and international business from the University of Chicago. As SVP and treasurer of Amoco, she led acquisitions, divestitures, and joint ventures in Asia, Europe, South America, and Africa and was a member of the negotiating team for the merger of Amoco with BP-the largest industrial merger at the time. Following the merger, she served as CFO of the Americas. Since her time at Amoco, she has served as CFO of several international companies including Leo Burnett, an advertising and media firm, Heidrick and Struggles, an executive search firm, and Houlihan Lokey, an investment bank. She is particularly known for her expertise in merger integration and corporate governance. Kamerick serves as audit chair at Legg Mason Closed End Mutual Funds and Hochschild Mining, plc and is an SEC financial expert. She chairs the Corporate Governance Committee at Associated Banc-Corp and serves on the Corporate Development and Compensation Committees. She previously served as chair of the Audit Committee for Associated. Kamerick is an adjunct professor at University of Chicago Law School, Washington University at St Louis College of Law, and The University of Iowa College of Law and is a frequently requested speaker on corporate governance topics. Directors and Boards named her as one of fifteen "2016 Directors to Watch" in their August 2016 edition. She was profiled in "The Board Game: How Smart Women Become Corporate Directors."
Thames Fulton is a member of the firm's Board of Directors Practice. He is a functional specialist working exclusively on board recruiting, corporate governance consulting, and best-in-class succession planning for both board members and CEOs. He serves as a board- and CEO-level advisor assisting clients with ascertaining and recruiting the optimum balance of skills and experience required to build robust and effective boards and corporate governance processes in support of successful businesses. Fulton's search practice spans a wide variety of sectors including industrial manufacturing, consumer goods, retail, and financial services. His clients span the Fortune 500 and mid-cap and small-cap corporations, as well private family-owned enterprises. He has more than 14 years of experience executing board search and governance-based consulting engagements. Prior to joining RSR Partners, he led and built a successful national boutique board practice for a smaller firm. Before that, he worked for 11 years with two global recruiting firms, Heidrick & Struggles and Russell Reynolds Associates. For the entire course of his career in executive recruiting, Fulton has focused on corporate governance consulting and non-executive director searches. His early career includes experience as a research analyst at Euromonitor International, a global market research firm, and as a project manager at Mitternight Boiler Works, a manufacturer of A.S.M.E. pressure vessels, distillation columns, and heat exchangers for the chemical and petroleum industries. He also served as a Peace Corps volunteer in Senegal, implementing agro-forestry and natural resources management projects. Fulton holds a bachelor's degree in philosophy from Georgetown University and an MBA from the Kellogg School of Management at Northwestern University. Thames, his wife Mary, and their four children live in Geneva, Illinois.
Gillian Glasspoole, CFA is responsible for the portfolio management function within the Thematic Investment group at the Canada Pension Plan Investment Board (CPPIB). Her team is also responsible for managing CPPIB’s investment in the Long Term Value Creation Index. Prior to her role in Thematic Investing she managed portfolios for CPPIB’s Quantitative Equities Investment group and also held roles in equity trading, fundamental equity investing, and risk management. She is a CFA charterholder and has an HBA from Western University.
James Hamilton, CFA, director, is a member of the BlackRock Investment Stewardship ("BIS") team based in New York. He is responsible for the evaluation of governance, proxy voting and engagement with boards and management at portfolio companies within the Financials sector in the US and Canada. In addition Hamilton helps drive the execution of the team's strategic projects and facilitates the engagement of the regional advisory and global oversight committees. His previous role was as the COO of BlackRock Investments, LLC ("BRIL") - the FINRA registered retail broker dealer arm of BlackRock. He also managed the Retail RFP team and led the Retail Risk Council. Hamilton joined BlackRock from Standard Chartered, where he spent 12 years in the Financial Markets and Securities business in London, Singapore and New York. After joining on the Analyst program, he joined the Structured derivatives team where he was responsible for pricing, trading and marketing multi-asset derivatives to Corporate and Institutional clients. He then moved to Singapore where he became business manager to the Global Structured Products head and helped build the team from 35 to 100 staff. From there, Hamilton moved to the Americas Regional COO team where he focused on regulatory issues such as Dodd Frank and Volcker; governance issues such as the management of the securities broker dealer; and various projects related to audit, operational risk, BSA/AML and sanctions, resolution planning and training. He earned a B.Sc. degree in math and finance from the University of Leeds (UK) in 2003 and spent his junior year abroad at the University of California, Berkeley. Hamilton received the Chartered Financial Analyst (CFA) designation in 2006 and the Certified Regulatory and Compliance Professional (CRCP) designation at The University of Pennsylvania, Wharton in 2016. He holds Series 7, 63 and 24 FINRA registrations.
Todd Henderson - Bio Available Soon
Frank Jaehnert was the president & CEO of Brady Corporation (NYSE: BRC), an international manufacturer and marketer of complete identification solutions from 2003 until his retirement in 2013. Before that he served as its chief financial officer and as a divisional president. Prior to joining Brady Corporation in 1995, he held various financial positions in Germany and the US at Robert Bosch GmbH, a multinational engineering and electronics company, and the world's largest supplier of automotive components. Jaehnert received the equivalent of an MBA degree from the University of Stuttgart, Germany. He serves on the Board of Directors of Nordson Corporation (Nasdaq: NDSN), Briggs & Stratton Corporation (NYSE: BGG), Itron, Inc. (Nasdaq: ITRI), as well as on the Board of Regents of the Milwaukee School of Engineering. Jaehnert is a Member of the Board of Directors of NACD (Chicago Chapter) and NACD Board Leadership Fellow. He was a regional winner of the EY Entrepreneur of the Year program in 2008, and has been a national and regional judge of the program for many years. Jaehnert also serves frequently as a panelist on M&A, corporate governance as well as audit committee matters.
Kevin Ranney, director of product strategy and development, has 20 years' experience in the fields of responsible investment and corporate sustainability and has worked with a wide variety of asset owners and investment managers, helping them to incorporate ESG considerations into their investment policies, strategies and processes. He is an expert in the development of metrics and methods to evaluate sustainability performance and has led numerous projects involving the creation of customized frameworks and metrics to measure ESG-related risk and impact. In addition to his work at Sustainalytics, Ranney is a part-time faculty member at the University of Waterloo in Ontario, Canada, where he teaches in the area of business and human rights. He is a former director of the board of Canada's Responsible Investment Association and of Oikocredit Canada, a microfinance organization.
*Special Notes Regarding Fees:
Regular, Candidate, and Affiliate Members may apply function tickets as payment for Non-member or Student-Member. Credit card required to guarantee ALL reservations except for reservations using Function Tickets. Day-of-event registrations accepted on-site only if applicable and space available. There is a $5 surcharge for walk-ins. Visa, MasterCard, American Express, Discover and Diners Club are accepted. Cancellations accepted until 5:00 pm, November 22.
Members of any CFA society may attend at the CFA Society Chicago member rate. If you are only a member of CFA Institute, you do not qualify for the society member rate.
CFA Institute CE Qualified Activity
This program qualifies for credit under the guidelines for the CFA Institute Professional Development Program.
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