The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu The leading online blog in the fields of corporate governance and financial regulation. Wed, 29 Apr 2026 14:12:57 +0000 en-US hourly 1 https://wordpress.org/?v=6.5.8 https://corpgov.law.harvard.edu/wp-content/uploads/2024/02/cropped-photography-4-e1706898544564-1-32x32.png Corporate Governance Practices for IPOs – The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu 32 32 Corporate Governance Practices for IPOs https://corpgov.law.harvard.edu/2012/02/19/corporate-governance-practices-for-ipos/?utm_source=rss&utm_medium=rss&utm_campaign=corporate-governance-practices-for-ipos https://corpgov.law.harvard.edu/2012/02/19/corporate-governance-practices-for-ipos/#comments Sun, 19 Feb 2012 14:44:58 +0000 http://blogs.law.harvard.edu/corpgov/?p=25756?d=20150113151410EST Posted by Matteo Tonello, The Conference Board, on Sunday, February 19, 2012
Editor's Note:

Matteo Tonello is Director of Corporate Governance for The Conference Board, Inc. This post is based on a Conference Board Director Note by Richard Sandler and Elizabeth Weinstein of Davis Polk & Wardwell LLP, which was adapted from a Davis Polk memorandum, available here.

This report examines the corporate governance practices of 50 U.S. companies at the time of their initial public offerings (IPOs) and finds that pressure to update governance practices at larger companies has had only a limited effect on companies at the IPO stage.

To glean the governance practices of newly public companies, we analyze the prospectuses filed with the U.S. Securities and Exchange Commission by the 50 domestic companies with the largest IPOs (in terms of deal size) from January 1, 2009 through August 31, 2011. The deal size of the IPOs examined ranged from $132.0 million to $18.14 billion. [1]

Despite the growing pressure for seasoned issuers to use certain corporate governance provisions, corporate governance practices at the top 50 IPO companies examined remain in many ways unchanged from those of previous years (as shown by a nearly identical review of the top IPOs in the United States from 2007 to 2008). [2] The IPOs from both time frames show similar percentages for the use of classified boards, plurality voting in uncontested board elections, and fully independent audit committees. Far fewer recent IPO companies separated the role of CEO and chairman of the board—34 percent, compared with 52 percent from the previous sample.

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