Author Archives: Harvard Law School Forum on Corporate Governance and Financial Regulation

Weekly Roundup: May 28–June 3, 2021

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Friday, June 4, 2021

SEC Regulation of ESG Disclosures Posted by David A. Katz and Laura A. McIntosh, Wachtell, Lipton, Rosen & Katz, on Friday, May 28, 2021 Tags: Climate change, Environmental disclosure, ESG, SEC, SEC rulemaking, Securities regulation, Stakeholders, Sustainability Getting Schooled: The Role of Universities in Attracting Immigrant Entrepreneurs Posted by Natee Amornsiripanitch (Yale), Paul A. Gompers (Harvard Business School), and Kaushik Vasudevan (Yale), on Friday, May […]

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Statement by SEC Chair Gensler on the Application of the Proxy Rules to Proxy Voting Advice

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Thursday, June 3, 2021

In September 2019, the Commission issued an interpretation and guidance addressing the application of the proxy rules to proxy voting advice businesses. Last July, the Commission adopted amendments to Rules 14a-1(l), 14a-2(b), and 14a-9 concerning proxy voting advice. I am now directing the staff to consider whether to recommend further regulatory action regarding proxy voting […]

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Corporate Governance of Banks and Financial Institutions: Economic Theory, Supervisory Practice, Evidence and Policy

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Thursday, June 3, 2021

Corporate governance was first developed as a concept and field of research for private listed corporations. The idea of developing corporate governance standards spread quickly to other sectors, in particular to banks, insurance companies and other financial institutions. Yet after the financial crisis it turned out that not only banks are special, but so is […]

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Posted in Academic Research, Banking & Financial Institutions, Comparative Corporate Governance & Regulation, Financial Regulation, International Corporate Governance & Regulation | Tagged , , , , , , , , , | Comments Off on Corporate Governance of Banks and Financial Institutions: Economic Theory, Supervisory Practice, Evidence and Policy

Delaware Court of Chancery Green Lights Claims Alleging Loyalty Breaches Tainting Company Sales Process

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Thursday, June 3, 2021

On May 6, 2021, Vice Chancellor Zurn of the Delaware Court of Chancery issued a 200-page decision denying a motion to dismiss in In re Pattern Energy Group Inc. Stockholders Litigation, a class action challenging the $6.1 billion go-private, all-cash sale of Pattern Energy Group Inc. (“Pattern Energy” or the “Company”) to Canada Pension Plan […]

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Posted in Boards of Directors, Court Cases, Mergers & Acquisitions, Practitioner Publications, Securities Litigation & Enforcement | Tagged , , , , , , , | Comments Off on Delaware Court of Chancery Green Lights Claims Alleging Loyalty Breaches Tainting Company Sales Process

ESG Matters II

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Wednesday, June 2, 2021

ESG has been buzzing around the investing lexicon for the better part of two decades now, and for good reason, because ESG Matters. In our most recent white paper we highlight just how important ESG is in financial analysis by showing is that High-ESG + High-EVA firms add Alpha. ESG—Environment, Social, and Governance—has gone mainstream. […]

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Determinants of Insider Trading Windows

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Wednesday, June 2, 2021

At most publicly traded firms, an insider trading policy (ITP) establishes a pre-specified open trading window each quarter when insiders are allowed to trade, which dictates a corresponding “blackout” period in which they are prohibited from doing so. The typical trading window begins 2-3 trading days after the previous quarter’s earnings release and ends approximately […]

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Silicon Valley Venture Capital Survey – First Quarter 2021

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Wednesday, June 2, 2021

Background Our survey analyzed the terms of 259 venture financings closed in the first quarter of 2021 by companies headquartered in Silicon Valley. Key Findings Valuation results continued their momentum, reaching historical highs Up rounds exceeded down rounds 85% to 10%, with 5% flat in Q1 2021, a decrease from the prior quarter when up […]

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Lazard’s Q1 2021 13F Filings Report

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Tuesday, June 1, 2021

Rule 13F-1 of the Securities Exchange Act of 1934 requires institutional investors with discretionary authority over more than $100 million of public equity securities to make quarterly filings on Schedule 13F Schedule 13F filings disclose an investor’s holdings as of the end of the quarter, but generally do not disclose short positions or holdings of […]

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Surviving the Fintech Disruption

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Tuesday, June 1, 2021

Advances in financial technology (fintech) are reshaping the landscape of financial services in the United States and globally. The term “fintech” refers to technology and innovation that aim to compete with traditional methods and channels for the delivery of financial services. Telecommunications and information technology have been adopted by financial service providers to create new […]

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Corwin Doctrine Remains Powerful Antidote to Post-Closing Stockholder Deal Litigation

By Harvard Law School Forum on Corporate Governance and Financial Regulation | Published Tuesday, June 1, 2021

The Delaware Court of Chancery this week dismissed post-closing merger litigation in deference to an informed and uncoerced stockholder vote. In re GGP, Inc. Stockholder Litig., C.A. No. 2018-0267-JRS (Del. Ch. May 25, 2021). In 2018, Brookfield Property Partners acquired the 65% of shares of GGP, Inc. that it did not already own. Before opening […]

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