ISS 2015 Annual Conference, North America – Corporate Registration

• Perspectives on the Boardroom: Engagement, Refreshment and Other Emerging Board Issues

Growing calls for refreshment and diversity, rising demand for investor engagement and expanding risk oversight responsibilities are changing corporate directors’ roles and shareholders’ expectations for public company boards. After decades of confrontation, directors and shareholders are forging new stronger bonds in pursuit of sustainable value creation. This panel of institutional investors, corporate directors and other boardroom experts will discuss these new challenges, opportunities for cooperation and other emerging trends faced by corporate boards in a changing world.

Moderator: Patrick McGurn, ISS

Panelists:
Matthew Filosa, Corporate Governance and Proxy Voting Officer, MFS
Edward Kangas, Director at Intuit, Hovanian Enterprises, United Technologies, Tenet Healthcare, Intelsat
Wendy Lane, Director, Willis Group Holdings, Ltd, UPM-Kymmene Corp., and Laboratory Corp of America
Aeisha Mastagni, Corporate Governance Investment Officer, CalSTRS
Ann Mulé, Associate Director for the University of Delaware’s John L. Weinberg Center for Corporate Governance
Jennifer Walmsley, Director, Hermes Equity Ownership Services Ltd.

• Ownership in a Changing World: The Institutional CIO Perspective

Asset owners’ view of their role as shareholders is evolving, and playing a greater role in asset allocation decisions and investment manager selection. This panel of investment officers will discuss how ownership fits into their alpha-generation and risk mitigation frameworks, and the role they think governance and related issues will play in markets going forward.

Moderator: Martha Carter, ISS

Panelists:
Eric Wetlaufer, Senior Managing Director & Global Head of Public Market Investments, Canada Pension Plan Investment Board (CPPIB)
Scott Evans, CIO, New York City Retirement Systems

• Accountability and the Activist Investor

A board’s accountability to shareholders is the central question of every proxy contest. Recently, boards facing a proxy contest have attempted to redirect the question toward the activist’s credibility, particularly by pointing out that he or she has a poor “track record” (as measured by Total Shareholder Return) in previous activist engagements. But TSR is a weak measure of the accountability and effectiveness of any single director, dissident or otherwise: this panel of investors, including activists and a dissident nominee, will explore how unaffiliated shareholders can meaningfully evaluate an activist’s credibility, including past performance, and how individual activists have or have not finessed that question.

Moderator: Chris Cernich, ISS

Panelists:
Jesse Cohn, Investment Manager, Elliott Advisors
Karen Finerman, President, Metropolitan Capital Advisors, CNBC “Fast Money” Contributor
Steve Wolosky, Activist & Equity Investment Practice Chair, Olshan Frome Wolosky LLP
Allison Bennington, General Counsel, ValueAct Capital

• A Sharper Focus on Equity Plans and Executive Pay

Equity incentives comprise the lion’s share of executive pay packages, as shareholders and companies seek to align management’s interests with those of investors. But both grant practices and investor thinking about these programs have been evolving – join us to hear the latest perspectives from a diverse group of investor and corporate panelists:

Moderator: Carol Bowie, ISS

Panelists:
Gloria Bowden, Associate General Counsel and Corporate Secretary, The Coca-Cola Company
Sarah Goller, Senior Manager, The Vanguard Group
Gwen Le Berre, Director Proxy Governance, Charles Schwab Investment Management, Inc.
Michael McCauley, Senior Officer, Investment Programs & Governance, State Board of Administration (SBA) of Florida
Mac Ryerse, Senior Corporate Governance Analyst, Columbia Management Investment Advisers