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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
Key Issues Facing Companies That Exceed Financial Expectations
We have written several posts on COVID-19’s effect on executive compensation programs at severely harmed companies and the potential actions that could be considered to mitigate some of its impact. In this post, we review companies that have exceeded initial expectations during the pandemic and the unique executive compensation challenges they may face. Background A […]
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Posted in Corporate Elections & Voting, Executive Compensation, Practitioner Publications
Tagged Compensation disclosure, Compensation ratios, COVID-19, Executive Compensation, Firm performance, Incentives, Pay for performance, Say on pay, Stakeholders
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2020 Director Compensation Report
FW Cook’s 2020 Director Compensation Report studies non-employee director compensation at 300 companies of various sizes and industries to analyze market practices in pay levels and program structure. Year-over-year increases to total compensation, at the median, were modest among large-cap and mid-cap companies compared to small-cap companies, which had a relatively significant increase: the large-cap […]
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Posted in Boards of Directors, ESG, Practitioner Publications
Tagged Board composition, Boards of Directors, Compensation committees, Director compensation, Diversity, Equity-based compensation, ESG, Incentives
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Some Thoughts for Boards of Directors in 2021
Many of the challenges that corporations and their boards have encountered in 2020 will continue to be front and center in 2021, including the COVID-19 pandemic, the movement to address racial injustice and broad-based socioeconomic inequality, an accelerating sense of urgency around climate change, technological innovation and an evolving political and regulatory climate. These trends […]
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Posted in Accounting & Disclosure, Boards of Directors, ESG, Institutional Investors, Practitioner Publications
Tagged Boards of Directors, Climate change, COVID-19, Cryptocurrency, Disclosure, Diversity, Environmental disclosure, ESG, Financial technology, Institutional Investors, Stakeholders, Sustainability
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Who Benefits from Analyst “Top Picks”?
In the early 2000s, concerns about conflicts of interest of sell-side analysts led to new regulations and eventually to the Global Analyst Research Settlement. One important byproduct of these regulations is the adoption of a new stock rating system by most leading investment banks. Before the Global Settlement, 85% of analyst recommendations are issued using […]
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Posted in Academic Research, Banking & Financial Institutions, Institutional Investors
Tagged Banks, Conflicts of interest, Financial institutions, Institutional Investors, Investment banking, Peer groups, Reputation, Retail investors, Stock analysts
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SEC Harmonizes Regulation and Improves Access to Capital in Private Markets
On November 2, 2020, the Securities and Exchange Commission voted 3-2 to adopt amendments to “simplify, harmonize, and improve certain aspects” of the framework for offerings exempt from Securities Act registration. The amendments largely track the March 2020 proposing release, with a few key and welcome changes, and cover a number of areas, including integration, […]
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Posted in Practitioner Publications, Securities Litigation & Enforcement, Securities Regulation
Tagged Accredited investors, Capital formation, Equity offerings, Investor protection, Registration exemptions, Retail investors, SEC, SEC rulemaking, Securities enforcement, Securities regulation, Solicitation
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All the President’s Friends: Political Access and Firm Value
Access to political decision-makers is a scarce resource because politicians and their aides have limited time and can only interact with a limited set of people. Gaining political access can be of significant value for corporations, particularly because governments play an increasingly prominent role in influencing firms. Governments affect economic activities not only through regulations but […]
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Posted in Academic Research, Comparative Corporate Governance & Regulation
Tagged Donald Trump, Firm performance, Management, Social capital, Social networks
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Glass Lewis and ISS Issue Final 2021 U.S. Voting Policies
Glass Lewis recently released its 2021 U.S. Voting Policies, which heighten focus on board diversity and related disclosures, board tenure and refreshment, and environmental and social risk oversight. The new policies also address incentive compensation plans and shareholder proposals. The new policies generally become effective for shareholder meetings held on or after January 1, 2021. […]
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Posted in Boards of Directors, Corporate Elections & Voting, Institutional Investors, Practitioner Publications
Tagged Diversity, ESG, Executive Compensation, Glass Lewis, Incentives, Institutional Investors, ISS, Long-Term value, Proxy advisors, Shareholder proposals, Shareholder voting
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Biden In the Boardroom
A Biden Administration can be expected to have a notable impact on corporate governance, both through specific proposals and by how its policies influence state legislation, “best practices” formulation and board conduct. During the long presidential campaign, progressive candidates floated several proposals with significant potential impact on corporate governance, including the Accountable Capitalism Act, the […]
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Posted in Boards of Directors, Comparative Corporate Governance & Regulation, Corporate Social Responsibility, ESG, Practitioner Publications, Securities Regulation
Tagged Board composition, Boards of Directors, Corporate Social Responsibility, Diversity, ESG, Joe Biden, Presidential elections, Securities regulation, State law
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