Davies Governance Insights 2020 provides a comprehensive analysis of the trends and developments that have shaped the corporate governance landscape and those that are expected to define the next decade. Against the backdrop of the COVID-19 crisis, this year's report explores key issues for boards to consider in order to build resilience in the short, medium and long terms. In our view, taking a proactive, principles-based approach to governance will best position organizations to respond and recover when – not if – the next disruption occurs.
This year's edition comprises the following chapters:
- Special Committees: Governance Safeguards for Conflict of Interest Transactions and High-Stakes Situations. Sets out best practices for establishing and operating a special committee to mitigate risks in M&A and other contentious situations.
- Risky Business: The Board's Role in Enterprise Risk Management. Discusses practical steps for boards to adopt to strengthen their risk management oversight and business continuity planning post-pandemic.
- Navigating Financial Distress: Key Considerations for Directors. Outlines key considerations, including duties, obligations and liabilities, for directors of companies in or potentially entering financial distress.
- Shareholder Activism Abates, but Not for Long: Significant Activity and Developments in 2020. Offers guidance for both issuers and shareholders navigating today's markets, in which board-related, M&A and other types of activism have become a permanent fixture.
- Let's Take This Online: Virtual Shareholders' Meetings in 2020 and Beyond. Details top considerations when holding a virtual AGM, including meetings held to consider contested or other significant changes.
- Executive Decisions: Compensation Trends in and Outside of Times of Crisis. Highlights top trends in response to the COVID-19 crisis and guidance for boards considering recalibrating their compensation plans.
- Beyond Gender: Diversity and Inclusiveness Now and Going Forward. Explores growing diversity expectations and offers practical tips for boards to enhance racial and ethnic diversity and stay ahead of the changing landscape.
- ESG and Climate Change in the Shadow of COVID-19: "E," "S" & G Are Here to Stay. Considers the growing importance of ESG matters, particularly with respect to the environmental and social components and convergence toward the TCFD reporting framework.
- Governance in a Nascent Industry: Lessons from Canada's "Green Rush." Summarizes governance pitfalls and key learnings for young issuers and those in emerging growth industries to draw from Canada's cannabis experience.
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