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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
- Renata J. Ferrari
- Andrew Freedman
- Ray Garcia
- Joseph Hall
- Jason M. Halper William P. Mills
- David Millstone
- Theodore Mirvis
- Philip Richter
- Elina Tetelbaum
- Sebastian Tiller
- Marc Trevino
- Steven J. Williams
Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation
Joe Nacchio and SOX
Editor’s Note: This post is by J. Robert Brown, Jr. of the University of Denver Sturm College of Law. I offer in this post some personal observations on the trial and conviction of Joe Nacchio, the former CEO of Qwest Communications, as well as some thoughts about the impact of SOX. The Race to the […]
Click here to read the complete postThe Myth of the Shareholder Franchise
I recently completed my final revision of a paper on The Myth of the Shareholder Franchise. The paper will come out in the Virginia Law Review later this spring together with responses to it by Martin Lipton, Jonathan Macey, John Olson, Lynn Stout, and E. Norman Veasey. The abstract of the paper is as follows: The power of […]
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Posted in Academic Research, Boards of Directors, Corporate Elections & Voting, HLS Research
Tagged Shareholder elections, Shareholder power
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The North Dakota Experiment
Editor’s Note: This post is by Larry Ribstein of the University of Illinois College of Law. Last week the North Dakota Legislature adopted the North Dakota Publicly Traded Corporations Act. To quote the Act’s sponsor, the North Dakota Corporate Governance Council, the Act “provides a governance structure for publicly traded corporations that gives shareholders greater […]
Click here to read the complete postReceiving Emailed Updates on Our Posts
Several readers have inquired as to whether we could arrange to notify you by email when one of our contributors has added something new. We’ve now arranged for FeedBlitz to update our readers by email each time we’ve added a new post. The service is simple, free, and easy to use. If you’d like to […]
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Posted in Program News & Events
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An Inconvenient Location for the Annual Shareholders’ Meeting
As most proxy season observers know, one of the oldest tricks in the book for defusing angry shareholders is to hold the annual stockholders’ meeting in some far-flung location, as noted in this recent Wall Street Journal article. I’ve blogged about this topic once in a blue moon (or left comments on other blogs). With the growing […]
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Posted in Boards of Directors, Corporate Elections & Voting, Practitioner Publications
Tagged Proxy season, Shareholder meetings
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Does Political Stability Lead to Financial Development?
At last week’s Law and Economics Seminar, Mark Roe presented a fascinating new paper (coauthored with Jordan I. Siegel) called Political Instability and Financial Development. Unlike previous work, which largely attributes financial development to legal origin, Professors Roe and Siegel argue that political stability, at least in part, explains differences in development across countries. The Abstract […]
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Posted in Academic Research, HLS Research, International Corporate Governance & Regulation
Tagged Financial development, Legal systems
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A Corporate Governance Gadfly
Fortune magazine has an article about Lucian Bebchuk in its current issue. The article, by Geoffrey Colvin, Fortune’s senior editor at large, discusses both Bebchuk’s bylaws initiative and his academic work. Below is the profile: A Corporate Governance Gadfly Irks CEOs: Lucian Bebchuk’s Shareholder Initiatives are Shaking Corporations. by Geoff Colvin He insists he isn’t […]
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Posted in Boards of Directors, Corporate Elections & Voting, Executive Compensation, Practitioner Publications, Program News & Events
Tagged Boards of Directors, Fortune, Shareholder activism, Shareholder rights
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AIG Agrees to Amend its Bylaws
Editor’s Note: This post is by Lucian Bebchuk of Harvard Law School. American International Group (AIG) and I have reached an agreement under which the company will amend its bylaws to require that CEO compensation be ratified by a majority of independent directors. Last December I submitted a shareholder proposal to amend AIG’s bylaws. Under […]
Click here to read the complete postJonathan Macey and SOX
Editor’s Note: This post is by J. Robert Brown, Jr. of the University of Denver Sturm College of Law. In the weekend edition of the Wall Street Journal, Jonathan Macey (deputy dean at Yale Law School) embarked on an assault on SOX in an article entitled What Sarbox Wrought. He describes the Act as an […]
Click here to read the complete postSEC Chairman Cox Expounds on CD&A and Plain English
Editor’s Note: This post is by Broc Romanek of TheCorporateCounsel.net. A few weeks ago, I blogged about SEC Chairman’s Cox‘s first comments on incoming executive compensation disclosures under the new disclosure rules. Chairman Cox recently gave another speech further explaining why he believes that executive compensation disclosure, and particularly the CD&A, is not in plain English. The […]
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