There are few responsibilities on Wall Street as sacred—yes, sacred—as being an advisor to a special committee of the board of directors of a public company. After all, a board of directors only appoints a special committee when it recognizes that the mere specter of a conflict—a deal that involves a large shareholder or another board member or the management of the company—requires an independent advisor to adequately protect the interests of the other, non-conflicted shareholders. Back when I was an M&A banker on Wall Street, there was no assignment I enjoyed more: You had the immense power to evaluate whether a proposed transaction involving insiders was fair from a financial point of view for all shareholders, and the ability to accept it or reject it. Your word on it was pretty much final, too.
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