National Corporate Governance Report
It is timed to conducting of the NCCG flagship event – the Third International Conference “Global Capital Markets and Corporate Governance” scheduled to take place in Moscow on May 31 – June 1, 2012. The Report discusses the contemporary state and main trends in the practice of corporate governance in Russia and overseas generated by the process of globalization. Special attention is devoted to searching for lessons learned from the global financial crisis, ways to improve board of directors functioning in Russia, USA and Great Britain, their increasing responsibility for elaboration and realization of corporate strategies. The contributors to the Report study the mechanisms of ensuring transparency in business, observance of the rights of all groups of investors and shareholders, as well as ways of improvement of corporate relations’ legal regulation.
PREFACE by Vladimir Potanin, President, INTERROS Investment Company; Chairman, National Council on Corporate Governance
CHAPTER I. CORPORATE GOVERNANCE LESSONS FROM THE FINANCIAL CRISIS.
Grant Kirkpatrick, Héctor Lehuedé and Dorothee Teichmann, OECD
CHAPTER II. ONGOING ISSUES IN RUSSIAN CORPORATE GOVERNANCE.
Professor Merritt B. Fox, Columbia University
CHAPTER III. CORPORATE GOVERNANCE IN RUSSIA IN 2011: OLD PROBLEMS AND NEW CHALLENGES.
Oleg Shvyrkov, Deloitte CIS.
CHAPTER IV. U.S. BOARDS: KEY CHALLENGES AND RESPONSIBILITIES.
Martin Lipton and Andrew J. Nussbaum,” Wachtell, Lipton, Rosen & Katz” Law Firm.
CHAPTER V. THE UK BOARDROOM IN THE WAKE OF THE FINANCIAL CRISIS.
Kit Bingham & Steven McCord, “Odgers Berndtson”.
CHAPTER VI. TOWARDS IMPROVING RUSSIA’S BOARDS OF DIRECTORS.
Professor Sergei Guriev, New Economic School.
CHAPTER VII. SHAREHOLDER ACTIVISM IN WESTERN EUROPE AND THE US: THE CASE OF SHAREHOLDER PROPOSALS ON ANNUAL GENERAL MEETINGS.
Professor Luc Renneboog, Tilburg University
CHAPTER VIII. DISCUSSIONS ON KEY DIRECTIONS OF CORPORATE LAW DEVELOPMENT IN RUSSIA.
Svyatoslav Abramov, Rostislav Kokorev, Sergey Tsygankov, RF Ministry of Economic Development