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HLS Faculty & Senior Fellows
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
The Edmans–Bebchuk Debate on “Stakeholder Capitalism: The Case For and the Case Against”
The European Corporate Governance Institute and the London Business School Centre for Corporate Governance will host next week a virtual debate on stakeholder capitalism between Professors Alex Edmans and Lucian Bebchuk. The debate will be moderated by Gillian Tett of the Financial Times. Edmans will present the case for corporate leaders serving goals other than shareholder value, Bebchuk will question this approach, and Tett will […]
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Posted in Academic Research, HLS Research
Tagged Lucian Bebchuk, Program on Corporate Governance, Shareholder value, Stakeholders
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Examining the SEC’s Proxy Advisor Rule
As proxy advisors have taken on greater visibility and importance in markets in the United States and around the world, scrutiny of the power and influence of proxy advisors has increased commensurately. Over the last decade, Congress has repeatedly considered the role and regulation of proxy advisors. The same is true at the Securities and […]
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Posted in Academic Research, Accounting & Disclosure, Institutional Investors, Securities Litigation & Enforcement, Securities Regulation
Tagged Institutional Investors, Proxy advisors, Proxy voting, SEC rulemaking, Section 14, Securities enforcement, Securities regulation, Shareholder voting, Solicitation, Transparency
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Spotlight on Boards
The ever-evolving challenges facing corporate boards prompt periodic updates to a snapshot of what is expected from the board of directors of a public company—not just the legal rules, or the principles published by institutional investors and various corporate and investor associations, but also the aspirational “best practices” that have come to have equivalent influence […]
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Posted in Accounting & Disclosure, Boards of Directors, ESG, Institutional Investors, Practitioner Publications
Tagged Boards of Directors, Corporate purpose, Diversity, ESG, Institutional Investors, Management, Shareholder activism, Stakeholders
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Workplace Wellness and Employee Mental Health—An Emerging Investor Priority
With the prospect of global vaccines on the horizon, companies worldwide continue to address the challenges of pandemic management and recovery on their businesses, the communities and constituencies they serve and especially on their employees. As companies seek to prioritize workplace and customer health and safety alongside productivity and the achievement of strategic plans, the […]
Click here to read the complete postThe Download on Data
Data is and continues to be a game changer for organizations across the world. Data science is evolving at an incredible pace, providing opportunities for companies to develop new, or enhance existing, products and services, and streamline operations and employee experience. Unfortunately, breaches and abuses are occurring with alarming frequency, impacting people in very real […]
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Posted in Accounting & Disclosure, Boards of Directors, Practitioner Publications
Tagged Boards of Directors, Compliance and disclosure interpretation, Cybersecurity, Financial technology, Privacy, Risk management, Risk oversight
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Statement Regarding Audit Quality in Emerging Markets and Recent Developments
Background Over the past several years, the exposure of U.S. investors and our capital markets to companies with significant operations in emerging markets, including China, has increased. This increased exposure carries with it a number of significant risks and challenges, many of which we described in our statement of December 7, 2018 and our more […]
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Posted in Accounting & Disclosure, International Corporate Governance & Regulation, Practitioner Publications, Regulators Materials, Securities Regulation, Speeches & Testimony
Tagged Accounting, Accounting standards, Audits, China, Emerging markets, Foreign firms, International governance, Securities regulation
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Public Thrift, Private Perks: Signaling Board Independence with Executive Pay
Boards of directors set CEO pay. Understanding how directors’ incentives affect compensation contracts is therefore essential for understanding executive pay. In a recent paper, we contribute to this goal by proposing a model in which we analyze CEO pay explicitly as a board decision determined by director independence and by directors’ reputational concerns. In the […]
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Posted in Academic Research, Boards of Directors, Comparative Corporate Governance & Regulation, Executive Compensation
Tagged Board independence, Boards of Directors, Compensation committees, Executive Compensation, Incentives, Management, Signaling
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Silicon Valley and S&P 100: A Comparison of 2020 Proxy Season Results
In the 2020 proxy season, 146 of the technology and life sciences companies included in the Fenwick—Bloomberg Law Silicon Valley 150 List (SV 150) and 98 of the S&P 100 companies held annual meetings that typically included voting for the election of directors, ratifying the selection of auditors of the company’s financial statements and voting […]
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Posted in Boards of Directors, Corporate Elections & Voting, ESG, Practitioner Publications
Tagged Boards of Directors, ESG, Executive Compensation, Peer groups, Proxy access, Proxy season, Proxy voting, Say on pay, Shareholder elections, Shareholder proposals, Shareholder voting, Surveys, Tech companies
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Compensation-Related Considerations for the 2021 Proxy Season
Companies poised to enter into the upcoming annual report and proxy season should start disclosure preparations early in order to address the complexities that will have inevitably resulted from an unprecedented 2020. In particular, companies will need to take proactive steps to evaluate the impact of the COVID-19 pandemic on executive compensation, the role of […]
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Posted in Accounting & Disclosure, Corporate Elections & Voting, Executive Compensation, Institutional Investors, Practitioner Publications
Tagged Compensation disclosure, Compensation ratios, COVID-19, Executive Compensation, Human capital, Incentives, Institutional Investors, Proxy advisors, Proxy season, Proxy voting, Say on pay, SEC enforcement, Securities enforcement, Shareholder voting
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