A body that manages the proxy voting needs of its clients on a global basis (being asset owners, asset managers, hedge funds and asset service providers) with a focus on governance'>corporate governance. It issues UK and Ireland Proxy Voting Guidelines. Also known as ISS.

A group of trade associations that represented institutional investors and comprised the Association of British Insurers (ABI), the Investment Association (IA) and the Pensions and Lifetime Savings Association (PLSA) (formerly the National Association of Pension Funds (NAPF)). It was later renamed the investor'>Institutional Investor Committee and then dissolved in August 2014, following the merger of the Investment Affairs division of the ABI and the IA on 30 June 2014.

One of the UK’s leading providers of governance'>corporate governance research which, since June 2014, has been part of the IA. It does not provide voting recommendations in relation to listed companies, instead it highlights issues or concerns for its subscribers to consider prior to voting through the unique colour coding, eg, a 'red top' indicates that there is an area of strong concern in relation to a company. Also known as IVIS.

This Practice Note provides links to the rules and model clauses of a broad range of institutional and ad hoc organisations clauses from leading, and less well-known, arbitral institutions, organisations and industry bodies. Where applicable, links to content on the organisations are also provided. The table below is not exhaustive and other institutions or organisations offer alternative clauses. Institutional arbitration Name of institution Rules Model clauses American Arbitration Association (AAA)—see: AAA arbitration—overview AAA rules AAA model clauses Baltic and International Maritime Council (BIMCO) N/A BIMCO model clauses Chambre Arbitrale Maritime

Arbitration administered by an arbitral institution. Generally, an institutional arbitration is conducted in accordance with the arbitral institution’s own arbitration rules, such as the LCIA Arbitration rules. Institutional arbitration is also referred to as administered arbitration, but arbitrations can be administered by other bodies too, such as trade associations.

What is institutional arbitration? An institutional arbitration is one that is administered by an institution agreed upon by the parties and conducted in accordance with that institution’s arbitration rules. Institutional arbitration may be referred to as administered arbitration. Generally, the arbitral institution's role in an institutional arbitration includes (but is not limited to): • receiving the request for arbitration and distributing it to the respondent • appointing the tribunal where the arbitration agreement provides for them to do so or in default of the parties' ability to do so • setting and administering the financial arrangements for the arbitration (eg setting a deposit or an advance on fees, and paying the tribunal's fees) • assisting the tribunal to deal with any issues that arise relating to the conduct of the arbitration (eg a challenge to a tribunal member) It is also possible for parties to use an institution as an appointing authority only (ie for appointment of the tribunal) and then conduct an arbitration on an ad hoc basis, although

If a private equity firm takes a majority stake in a management buyout, the deal is an institutional buyout. This is also the term given to a deal in which a private equity firm acquires a company outright and then allocates the incumbent and/or incoming management a stake in the business.

An investor such as a pension fund, insurance company or charity.

CDOs, CLOs and funds that invest in acquisition finance; the term is generally used to distinguish these types of lenders from banks

This refers to the mixture of share capital and shareholder debt allocated to a private equity fund investor in the context of a management buyout. Typically in a buyoot, a private equity fund investor will incorporate two or more new companies, each of which has a different function within the group, to buy a target business or company. This is often known as a ‘buyout structure’. The private equity investor will normally subscribe for preferred ordinary shares (generally known as ‘A’ ordinary shares) and redeemable preference shares (or loan notes) in the parent company of this new group of companies. Management will subscribe for a different class of ordinary share with different rights attached to them.

Arbitration can be conducted under either self-administered ad hoc or institutional procedures and rules. In practice, the use of ad hoc or institutional arbitration varies from industry to industry, and depends on the nature of the dispute in question. This Practice Note considers the differences between institutional and ad hoc arbitration, particularly in the construction industry, and the advantages and disadvantages of each. For further guidance on institutional and ad hoc arbitration more generally, see Practice Note: Comparing institutional and ad hoc arbitration. What is institutional arbitration? Institutional arbitrations are administered by an arbitration institution and are conducted within the framework of the rules and procedures of the specific institution. Generally, the contract between the parties in dispute will contain an arbitration clause which identifies a particular institution as the arbitration administrator. The institutions most commonly used are the: • International Chamber of Commerce (ICC) • London Court of International Arbitration (LCIA) • Dubai International Arbitration Centre (DIAC), which will also administer arbitrations which were previously intended to be administered by the now defunct

This Practice Note provides practical guidance on the institutions of the World Trade Organization (WTO). Practical guidance is given on the Ministerial Conference, General Council, WTO Secretariat and the various divisions of the WTO Secretariat. Introduction The WTO does not have institutions as such, but rather several councils, bodies, committees and working groups. The WTO is run by consensus among its Member States as per Article IX of the Marrakesh Agreement Establishing the WTO (Marrakesh Agreement), see Practice Note: An introduction to the World Trade Organization. As such, all decisions are mostly taken by consensus. This mostly occurs as the Marrakesh Agreement does allow for decision to be reach by voting where consensus could not be reached. The WTO, in this respect, differs significantly from other international organisations, such as the World Bank for example, as there is no power delegated to a board or to the head of an organisation. The WTO’s decision-making bodies are set out herein. A diagram of the main bodies of the WTO appears below. Ministerial Conference The