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Program on Corporate Governance Advisory Board
- Peter Atkins
- David Bell
- Kerry E. Berchem
- Richard Brand
- Daniel Burch
- Paul Choi
- Jesse Cohn
- Arthur B. Crozier Christine Davine
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Byron Georgiou
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino Jonathan Watkins
- Steven J. Williams
HLS Faculty & Senior Fellows
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
Shareholder Activists Risk Destroying Board Effectiveness
David A. Katz and Laura A. McIntosh of Wachtell, Lipton, Rosen & Katz have released this Memorandum detailing several proxy-access and executive-compensation proposals voted on during this year’s proxy season. The Memorandum offers a highly insightful analysis of the effects of shareholder activism on corporate governance, concluding that “the specific interventions that are the subject […]
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Posted in Boards of Directors, Corporate Elections & Voting, Executive Compensation, Practitioner Publications
Tagged Executive Compensation, Proxy access, Shareholder activism
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Go Dick! Smile.
Lawdragon‘s recent six-part profile on the corporate law curriculum at Harvard, Storming the Castle, has offered readers fascinating insights on a series of panel discussions sponsored by the Program on Corporate Governance and hosted here in Cambridge as part of Mergers, Acquisitions, and Split-Ups, a new course taught by Professor Robert Clark and Vice Chancellor […]
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Posted in Boards of Directors, Corporate Elections & Voting, Legislative & Regulatory Developments, Mergers & Acquisitions, Program News & Events
Tagged Lawdragon, Program on Corporate Governance
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Michael Jensen’s New Work on Integrity
Michael Jensen has a new work on integrity. Co-authored with Werner Erhard and Steve Zaffron, the work is titled Integrity: a Positive Model that Incorporates the Normative Phenomena of Morality, Ethics and Legality. (This link is to the authors’ PowerPoint presentation on the subject which is available on SSRN; the paper itself wil be publicly […]
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Posted in Academic Research, Corporate Social Responsibility, HLS Research
Tagged Compliance & ethics
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A Friendly Tale of Hot Dogs and Trainwrecks
As I mentioned last week, Lawdragon has recently published a six-part profile, Storming the Castle, that describes the innovative integration of insights from practice into the newest corporate law course offerings here at Harvard. The profile emphasizes how Professor Robert Clark and Vice Chancellor Leo Strine, who last year co-taught Mergers, Acquisitions, and Split-Ups, populated […]
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Posted in Boards of Directors, Mergers & Acquisitions, Practitioner Publications, Program News & Events
Tagged Lawdragon, Program on Corporate Governance
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Response: Bringing Directors and Stockowners Together
I can’t help but post a brief response to Carl Olson’s recent post about allowing shareholders to directly communicate with directors. Although I agree that many companies should be doing a better job of ensuring that directors hear the perspective of shareholders–and even hear directly from shareholders under certain circumstances–I think it is unreasonable and […]
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Posted in Boards of Directors, Corporate Elections & Voting, Practitioner Publications
Tagged Board communication, Boards of Directors
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Bebchuk’s “Case for Increasing Shareholder Power”: An Opposition
Paul Rowe, William Savitt, and I have just released Bebchuk’s “Case for Increasing Shareholder Power”: An Opposition. The Article argues that the sweeping changes in corporate law proposed in Lucian Bebchuk‘s The Case for Increasing Shareholder Power–in particular, vesting in shareholders the power to change the company’s charter and to authorize mergers–represent radical, risky changes […]
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Posted in Boards of Directors, Corporate Elections & Voting, HLS Research, Mergers & Acquisitions, Practitioner Publications
Tagged Delaware law, Delaware legislation, Shareholder power
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Storming the Castle
Lawdragon has just published Storming the Castle, a six-part profile on the sweeping curricular changes that have generated unprecedented participation by practitioners in the newest offerings in corporate law coursework here at Harvard. The profile offers a detailed look at Mergers, Acquisitions, and Split-Ups, a course co-taught by Professor Robert Clark and Vice Chancellor Leo […]
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Posted in HLS Research, Mergers & Acquisitions, Program News & Events
Tagged Lawdragon, Program on Corporate Governance
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Bringing Directors and Stockowners Together
Corporate governance theory states that the directors of corporations represent the interests of stockowners. But in practice directors are prevented from hearing from individual stockowners and their views on corporate matters. Conscientious fulfillment of corporate duties is obviously impaired. Longstanding corporate policies intentionally erect barriers for avenues of direct communication from stockowners to directors. It’s […]
Click here to read the complete postThe Daily Deal on Steve Bainbridge
Following up on yesterday’s post, The Daily Deal has also just published a profile of Steve Bainbridge. Also written by Dan Slater, that piece is available for our readers below. The Contrarian Stephen Bainbridge vs. Lucian Bebchuk: an intellectual battle “Yes, accountability is important, but there are countervailing advantages to authority that people like Lucian […]
Click here to read the complete postThe Daily Deal on Lucian Bebchuk
The Daily Deal just published a detailed profile of Lucian Bebchuk. The profile, written by Dan Slater, runs as follows: The Activist Professor By converting his academic work on takeover defenses and executive comp into bylaw proposals at major corporations, Harvard’s Lucian Bebchuk has become an unlikely corporate governance star At Home Depot Inc.’s 2006 […]
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