Pérez-Llorca/IE Chair: Corporate governance of listed companies: analysis from a U.S. And European perspective

The session was moderated by Sara Sanchez, a professor at IE Law School, and also featured speakers Steven Gartner, Chairman of Willkie Farr & Gallagher LLP and Pedro Pérez-Llorca, Senior Partner at Pérez-Llorca.

The session began with a presentation of the most common requirements of the significant but minority shareholders in listed companies when making investments. The two speakers agreed that, in both Europe and the United States, major shareholders are increasingly demanding a more influential role in the management of listed companies, often requesting a seat on the board of directors as a prerequisite for making an investment.

Following on from this, directors’ remuneration was then discussed, with special emphasis placed on the importance of the relationship between investors and the management body. The strategies used by funds when investing in listed companies was also analysed, along with the strategies used to increase their influence on the corporate governance of these companies. In addition, a brief overview was made of the influence that a significant shareholder can have on the transactions of a company and the obligations and limitations imposed on funds in order to avoid potential conflicts of interest. Finally, Pérez-Llorca and Gartner addressed a very topical and important matter, namely, directors’ liability.

The event drew to a close with the speakers answering questions put forward by attendees.

This is the second session of the Chair that Pérez-Llorca and IE have organized in New York and the third in the United States after the event held in May in Miami.