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Board composition and compensation dominate proxy voting

George Michael Gerstein • August 16, 2018 August 16, 2018 • News • Tags: ESG, Fiduciary Duties
2018 proxy engagements focused on boards, compensation – Vanguard
2018 proxy engagements focused on boards, compensation – Vanguard

Board composition and executive compensation were prominent themes in Vanguard's engagements with global companies in the 2018 proxy year.
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Blog Authors

George Michael Gerstein

George Michael Gerstein advises financial institutions on the fiduciary and prohibited transaction provisions of ERISA. As co-chair of the fiduciary governance group, he assists clients with tracking, and understanding, the numerous fiduciary developments at the federal and state levels, including the rules and regulations of governmental plans. He also advises clients with respect to the fiduciary duty implications of ESG investing.

Lawrence P. Stadulis

Lawrence Stadulis advises clients in matters pertaining to the registration and regulation of investment advisers and investment companies under federal and state securities laws. He also manages related issues pertaining to investment advisers and investment companies, including matters involving ERISA, broker-dealer regulation and banking laws.

Sara P. Crovitz

Sara Crovitz, most recently Deputy Chief Counsel and Associate Director of the U.S. Securities and Exchange Commission’s Division of Investment Management, provides counsel on all aspects of investment company and investment adviser regulation. She worked at the SEC for 21 years, including 17 years in the Division of Investment Management focusing on issues under the Investment Company and Investment Advisers Acts of 1940. While in the Division, Sara supervised the provision of significant legal guidance to the investment management industry through no-action and interpretive letters, exemptive applications, IM guidance updates and other written and oral means.

William T. Mandia

William Mandia represents financial institutions and insurers in complex commercial and class action litigation. He regularly defends and advises life insurers, intermediaries, banks, broker-dealers, investment advisers, and other financial services providers in connection with sales practices claims arising from a wide range of financial and life insurance products, including, but not limited to, claims for alleged breach of fiduciary duty, fraud, and violations of state consumer protection laws.

John P. Hamilton 

John Hamilton focuses his practice on private fund managers, advising on the formation and structuring of investment vehicles across a variety of alternative asset classes, including hedge funds, private equity and impact investment vehicles. John also regularly counsels clients on related transactional and compliance matters, with particular expertise in advising non-U.S. managers seeking to raise capital from U.S. investors. In addition, he represents institutional investors allocating to private investment funds, including the negotiation of side letters arrangements on behalf of tax-exempt organizations and other institutional investors.

Peter M. Hong 

Peter Hong uses his many years of service at the Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC) to guide clients through the various regulatory requirements involved in the offer of financial services and products. His practice includes the registration and regulation of investment advisers, broker-dealers, commodity trading advisers, commodity pool operators, and introducing brokers under federal and state laws, as well as the formation and ongoing compliance obligations of registered and private investment companies.

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