Governance and Economic Performance Breakfast: Anita Anand, Dominic Barton, Sharon Geraghty, John Stackhouse
Time for the Pill to Go? The Rights of Shareholders & Duties of Boards During Hostile Takeovers
This breakfast was our inaugural event as part of our Governance and Economic Performance initiative. The initiative as a whole will examine the intersection of corporate governance and economic growth. Professor Anita Anand presented her paper which examines the rights of shareholders and the duties of Boards in the context of takeover bids. Dominic Barton, the Worldwide Managing Director at McKinsey & Co. and Sharon Geraghty, Partner at Torys discussed the papers findings. John Stackhouse, former Editor of the Globe and Mail guided us through the discussion as moderator.
Professor Anita Anand, University of Toronto Faculty of Law, Academic Director, Centre for the Legal Profession, joined the university from Queen’s in 2006.
During 2009-2010, Professor Anand was a Visiting Scholar at the Bank of Canada and a Herbert Smith Visitor at the University of Cambridge. In 2005-2006, she was a Canada-U.S. Fulbright Scholar and Visiting Olin Scholar in Law and Economics at Yale Law School. During the Fall 2005, she was a Visiting Lecturer in Law at Yale where she taught comparative corporate governance.
She is the recipient of research grants from the Social Sciences and Humanities Research Council of Canada (three awards), the Foundation for Legal Research (three awards), the Connaught Foundation as well as the Canadian Association of Law Teachers’ Scholarly Paper Award (2003). In Fall 2004, she received the Queen’s Law Students’ Society Award for Excellence in Teaching and in Fall 2006, she and co-authors Frank Milne and Lynnette Purda were awarded the Best Paper in Managerial Finance by the International Journal of Managerial Finance.
She was the inaugural Chair of the Ontario Securities Commission’s Investor Advisory Panel (2010-2012) and the past president of the Canadian Law and Economics Association (2009-2011). In 2012, she was appointed to the Bertha Wilson Honour Society by the Schulich School of Law for service to the legal profession. Since 2010, she has served on the Chief Justice of Ontario’s Advisory Committee on Professionalism. She is the Editor of Canadian Law eJournal, published by the Legal Scholarship Network.
Dominic Barton is the Global Managing Director of McKinsey & Company. In his 28 years with the firm, Dominic has advised clients in a range of industries including banking, consumer goods, high tech and industrial. Prior to his current role, Dominic was based in Shanghai as McKinsey’s Asia Chairman from 2004 to 2009 and led the Korea office from 2000 to 2004.
Dominic leads McKinsey’s work on the future of capitalism, long-term value-creation and the role of business leadership in society. This is a set of research initiatives and projects to convene organisations and leaders for constructive action. He co-leads an initiative with Mark Wiseman (of the Canadian Pension Plan Investment Board) and Larry Fink (of BlackRock) on Focusing Capital on the Long Term.
Dominic is a co-author, with Roberto Newell and Greg Wilson, of Dangerous Markets: Managing in Financial Crises(Wiley & Sons, 2002) and China Vignettes: An Inside Look at China (Talisman, 2007).
He is a member of the Canadian Prime Minister’s Advisory Committee on the Public Service, a Trustee of the Brookings Institution, a member of the Singapore Economic Development Board’s International Advisory Council, an advisor to the Asia Development Bank, a member of the Advisory Board for the China Development Bank Capital Group and a Board Member of the Asia Pacific Foundation of Canada. Dominic has received multiple awards for his business leadership and contributions to the communities in which he has lived and worked – for example, the Gold Magnolia Award of Shanghai, the Order of Civil Merit (Peony Medal) from former President Lee of South Korea and the Singaporean Public Service Star (Distinguished Friends of Singapore). He is a Rhodes Trustee and an Honorary Fellow at Brasenose College, Oxford. Dominic is also an Adjunct Professor at Tsinghua University, Beijing.
Sharon C. Geraghty, Partner, Torys LLP. Sharon is a leading practitioner in the areas of M&A, corporate governance, private equity and securities law. She represents numerous clients on a wide variety of corporate governance and securities law advisory matters. Sharon is listed in The Lexpert®/American Lawyer Guide to the Leading 500 Lawyers in Canada, Woodward/White’s The Best Lawyers in Canada (including 2014 M&A Law Lawyer of the Year) and Chambers Global. Sharon acts for two of Canada’s leading financial institutions, its largest stock exchange and one of its largest communications/media companies. She acted for TMX Group in its proposed $6.9-billion merger with LSE Group and the competing bid by Maple Acquisition Group; Endo Health Solutions in its $2.7 billion acquisition of Paladin Labs; ArcelorMittal in its joint venture arrangements for Baffinland Iron Mines; Manulife Financial in its equity offerings in 2009 (C$2.5 billion) and in 2008 (C$2.175 billion); Rogers Communications in its joint acquisitions with BCE of GLENTEL and Maple Leaf Sports & Entertainment, as well as in Rogers’ acquisitions of Score Media, Atria Networks and Blink; National Bank Financial in its acquisitions of TD Waterhouse’s institutional services business, HSBC’s Canadian retail brokerage business and Wellington West Financial; Mattamy in its acquisition of Monarch Corporation, and the special committee of Minera Andes in its merger with US Gold; LLB, 1986, University of British Columbia. Ontario Bar, 1988.
As Senior Vice‐President in the Office of the CEO at Royal Bank of Canada, John Stackhouse is adviser to the executive leadership team and board of directors on economic, political and social affairs, and a champion for the bank on public policy.
Before joining RBC in January 2015, Stackhouse was editor‐in‐chief of The Globe and Mail, and led the news organization through the launch of a paid website, mobile apps and a historic redesign of the newspaper. He was previously the Globe’s business editor, foreign editor and, for seven years, a foreign correspondent based in New Delhi, India. His reporting won five National Newspaper Awards.
Stackhouse has interviewed a host of world leaders, including Vladimir Putin, George W. Bush, the Aga Khan, Aung San Suu Kyi and Benazir Bhutto. He has also written two books, Out of Poverty and Timbit Nation, and is due to publish a third, Mass Disruption: How the Digital Revolution is Changing What You Read, in Fall 2015.
He is a senior fellow at the Munk School of Global Affairs at the University of Toronto, and the C.D. Howe Institute, and serves on the boards of Saint Elizabeth Health Care and World Literacy Canada.
RBC is Canada’s largest publicly traded company, and the world’s 12th largest bank, with approximately 78,000 employees and $940.6 billion in assets.
to