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

Global Institutional Investors on the IFRS Foundation’s Sustainability Standards

Executive summary The IFRS® Foundation’s September 2020 consultation on sustainability reporting proposes setting up a Sustainability Standards Board (SSB) to set standards and drive global consistency. We reviewed the comment letters of a selection of 20 of the largest and most influential investor respondents to the Consultation—18 global institutional investors with close to $24 trillion […]

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Board Refreshment

Every year, as part of PwC’s Annual Corporate Directors Survey, we ask directors to evaluate the performance of their peers, and whether any of the members of their board should be replaced. The share of respondents who say one or more of their fellow directors should go has been rising, and in 2020 it reached […]

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The Long-Term Effects of Short Selling and Negative Activism

First, the punch line of our new empirical study: activist short selling, which we call “negative activism,” has real and lasting long-term effects. On average, the share prices of targeted companies fall by more than 20% after four years. Accounting returns plummet. Targets are more likely to be sued and investigated by regulators. The numbers […]

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Weekly Roundup: March 19–25, 2021

Equality Metrics Posted by Veronica Root Martinez (Notre Dame) and Gina-Gail Fletcher (Duke University), on Friday, March 19, 2021 Tags: Corporate Social Responsibility, Disclosure, Diversity, ESG, Institutional Investors, Securities regulation, Shareholder activism SEC Announces It Will Aggressively Scrutinize Issuers’ Climate Change Disclosure Posted by Marc E. Elovitz, Brian T. Daly, and Tarik M. Shah, Schulte Roth & Zabel LLP, on Friday, March 19, 2021 […]

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Remarks by Commissioner Crenshaw at Asset Management Advisory Committee Meeting

Good morning. As always, thank you to the Committee for your time, dedication, and thoughtfulness on important asset management issues that affect investors and market integrity. Thank you also to the staff of the Division of Investment Management. I commend you for continuing your work on issues related to Environmental, Sustainability, Governance (ESG); private securities; […]

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The Distribution of Voting Rights to Shareholders

Our new paper, The Distribution of Voting Rights to Shareholders, is the first comprehensive study of the distribution of voting rights to shareholders. Using over 100,000 distributions of voting rights to shareholders, we find a wide array of evidence that firms and stock exchanges change when they notify investors of the voting record date based […]

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Behavioral Psychology Might Explain What’s Holding Boards Back

Introduction The mythology of corporate boards goes something like this: put a group of high-achieving, experienced, strategic-minded, and diverse individuals in a room together. Add commitment and a lot of hard work. What you get is a top-notch board with a healthy culture and effective oversight. In practice, no boardroom culture is perfect. Every director […]

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Protests from Within: Engaging with Employee Activists

We recently published a paper on SSRN, Protests from Within: Engaging with Employee Activists, that examines the rise of employee activism and its implications on corporate mission, management, and investment. In recent years, we have seen a growing trend of stakeholder issues becoming prominent in discussions of corporate governance. This phenomenon is broadly known as […]

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A SPAC-tacular Distraction Compelling Opportunities in “Other” Event-Driven Investments

The combination of record-level SPAC issuance and a flood of non-SPAC M&A has created a supply-demand imbalance in the event-driven asset class. With SPACs garnering most of the limelight, we believe investors are missing an excellent opportunity to deploy capital into “other” event-driven investments, most prominently merger arbitrage. A Wild Year It’s certainly been an […]

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Activist Shareholder Proposals and HCM Disclosures in 2021

Since 2015, pay gap disclosure has been front and center on the activist shareholder proposal landscape from an employment and workforce perspective. Following closely on the heels of tragic events of last summer and the significant advancement of the Black Lives Matter movement, activist shareholder groups have pivoted away from proposals requiring disclosures of pay […]

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